Triple Energy : Quarterly Activities/Appendix 5B Cash Flow Report

For personal use only

ASX ANNOUNCEMENT 3 June 2022

MARCH 2022 QUARTERLY ACTIVITIES REPORT

Triple Energy Ltd (Proposed to be renamed HyTerra Ltd, ASX: TNP or Company) provides the following update on activities during and since the quarter to 31 March 2022.

AOLONG JV PROJECT IN HEILONGJIANG

No significant exploration activity was carried out during the quarter on the Hegang project area or other areas to which the Aolong Co-operative Joint Venture (CJV) holds contractual rights to acquire interests.

As previously disclosed, the Company was not in a position during or since the period end to provide funding to its PRC subsidiary, CFT Heilongjiang (HK) Ltd (CFT), which holds the Group's legal interest in the Aolong Joint Venture entity. CFT has sought and obtained its own funding from parties introduced by and associated with Waypost Ltd, a significant shareholder in the Company. The significant net liability position of both CFT and Aolong combined with changes to the Board of the Company and in the regulatory and geopolitical environment have had the effect of impacting the Company's ability to exert influence over those entities, to the point where the Directors conclude that they no longer control CFT.

CORPORATE & FINANCIAL

Mr Avon McIntyre was appointed as a Chief technical Officer and Executive Director during the quarter.

Trading in the Company's securities remains suspended.

As of 31 March 2022, the Company's cash balance was A327k (excluding funds held by legal subsidiaries no longer controlled by TNP).

Additional funding of $611k (after costs of issue) was secured during the quarter from clients of Indian Ocean Group, as a new convertible note issue (with conversion being subject to Shareholder approval). The notes (New Notes) mature on 1 July 2022, are unsecured and accrue interest at 10% per annum if repaid in cash.

SUBSEQUENT EVENTS

Neutralysis Transaction

The Company announced on 8 April 2022 that it had executed a binding term sheet pursuant to which the Company has agreed with Neutralysis Industries Pty Ltd (NIPL or Neutralysis) to make recommended offers to its shareholders to acquire 100% of Neutralysis (Acquisition).

Neutralysis is an Australian based company focused on the development and implementation of hydrogen projects. It has entered into a Joint Development and Earn-in Agreement (JDA) with Natural Hydrogen Energy LLC (NH2E), a Colorado based limited liability company. NH2E has ownership of an already drilled hydrogen exploration well in Nebraska, USA and is a recognised authority in the science of natural hydrogen.

Under the terms of the JDA, Neutralysis has the ability to acquire a 30% interest in the JDA by expending US$5 million on work programs agreed between the parties. The amount of USD$1,511,242 has already been contributed towards Development Costs by Neutralysis to develop and progress the Development Assets. By expending a further US$15 million, Neutralysis can acquire an additional 21%, to take its equity interest in the JDA to 51%.

Triple Energy Limited | ACN 116 829 675 | Unit 9, 335 Hay St, Subiaco WA 6008

For personal use only

The proposed Acquisition will underpin TNP's mission of pioneering the exploration and production of natural hydrogen. Together, TNP and NH2E aim to commercialise natural hydrogen sourced from within the earth. Exploring for natural hydrogen is an emerging field in the geosciences and if commercial resources can be developed it has potential to disrupt the existing energy paradigm.

The proposed Acquisition is conditional on the Company obtaining all necessary regulatory and Shareholder approvals to effect the Acquisition and satisfying all other requirements of ASX for the reinstatement to official quotation of the Company's shares on the ASX (among other things).

On completion, the Acquisition will amount to a significant change in the nature and scale of the Company's current activities and as such, TNP will be required to obtain approval from its shareholders (Shareholders) and to re-comply with Chapters 1 and 2 of the ASX Listing Rules (Listing Rules). As part of the Acquisition, the Company proposes to complete a capital raising to raise a minimum of $5,000,000 (Minimum Subscription) and a maximum of $7,000,000 (Maximum Subscription).

Proposed Sale of CFT

On 10 May 2022 the Company announced that it had reached a conditional agreement to dispose of its shareholding in CFT to a PRC-resident individual investor, Mr YANG Jie for a nominal sum.

An ASX Appendix 5B for the quarter to 31 March 2022 accompanies this activities report.

This ASX announcement has been authorised for release by the Company Secretary.

For further information please visit the Company's new website at www.hyterra.com.au

Avon McIntyre	Paul Garner
Executive Director & Chief Technical Officer	Non-Executive Director
M: [phone]	M: [phone]
E: [e-mail]	E: [e-mail]

Triple Energy Limited | ACN 116 829 675 | Unit 9, 335 Hay St, Subiaco WA 6008

For personal use only

TRIPLE ENERGY LIMITED (PROPOSED TO BE RENAMED HyTerra Ltd)

31 MARCH 2022 QUARTERLY ACTIVITIES REPORT

APPENDIX CONTAINING ADDITIONAL ASX LISTING RULE INFORMATION

Listing Rule 5.4.3

1. Petroleum tenements held at the end of each quarter and their location.

N/A - Triple does not directly hold any petroleum tenements.

Triple legally holds an 80% legal interest in a Cooperative Joint Venture (CJV, known as Aolong Energy) with LongMay Coal Mining Company (Longmay), one of China's largest State-owned coal mining companies. As disclosed in the quarterly activities report, however TNP's Directors have formed the view that TNP no longer controls its subsidiaries in China.

The CJV has the objective of degassing the coal mining leases held by Longmay and has a life of 45 years.

The equity in the CJV with Longmay is as follows;

Triple Energy Ltd* - 80% (Operator)

LongMay Coal Mining Company - 20%

*via its wholly-owned Hong Kong registered subsidiary CFT Heilongjiang (HK) Limited

The CJV operates pursuant to the coal mining leases held by Longmay with the Joint Venture Agreement registered with the relevant Chinese Government authorities. The CJV is staged with exclusive access that can ultimately extend the CJV area to cover up to a total of 42 mine areas.

2) Petroleum tenements acquired and disposed of during the quarter and their location.

As noted - TNP no longer controls the subsidiaries which hold its interests in the Longmay joint venture. Subsequent to the end of the quarter, as announced by the Company on 8 April 2022, the Company has signed a binding terms sheet (subject to conditions including Shareholder and regulatory approval) to make offers to acquire 100% of Neutralysis Industries Pty Ltd (NIPL), which holds rights under a Joint Development and Earn-in Agreement (JDA) with Natural Hydrogen Energy LLC (NH2E). The JDA covers assets including Hydrogen leases in Nebraska and South Carolina as detailed in Annexure to the 8 April 2022 Announcement.

1. Beneficial percentage interests held in farm-in or farm-out agreements at the end of the quarter.

None.

1. The beneficial percentage interests in farm-in or farm-out agreements acquired or disposed of during the quarter.

None.

Listing Rules 5.3.1 & 5.3.5

Exploration expenditure during the quarter of $5k related to consultant expenses for project evaluation.

Payments to related parties of $109k comprise payment of directors fees and consulting fees.

Triple Energy Limited | ACN 116 829 675 | Unit 9, 335 Hay St, Subiaco WA 6008

Rule 5.5

Appendix 5B

For personal use only

Mining exploration entity or oil and gas exploration entity

quarterly cash flow report

Name of entity
Triple Energy Limited
ABN	Quarter ended ("current quarter")
38 116 829 675	31 March 2022

Consolidated statement of cash flows	Current quarter	Year to date (12
	$A'000	months)
		$A'000

1. Cash flows from operating activities

1.1

Receipts from customers

-

-

1.2 Payments for

	(a)	exploration & evaluation	(6)	(6)
	(b)	development	-	-
	(c)	production	-	-
	(d)	staff costs	(109)	(141)
	(e)	administration and corporate costs	(106)	(112)
1.3	Dividends received (see note 3)	-	-
1.4	Interest received	-	-
1.5	Interest and other costs of finance paid	(2)	(2)
1.6	Income taxes paid	-	-
1.7	Government grants and tax incentives	-	-
1.8	Other (provide details if material)	-	-
1.9	Net cash from / (used in) operating	(223)	(261)
	activities

2. Cash flows from investing activities

2.1 Payments to acquire or for:

(a)	entities	-	-
(b)	tenements	-	-
(c)	property, plant and equipment	-	-
(d)	exploration & evaluation	-	-
(e)	investments	-	-
(f)	other non-current assets	-	-

ASX Listing Rules Appendix 5B (17/07/20)	Page 1
+ See chapter 19 of the ASX Listing Rules for defined terms.

Appendix 5B Mining exploration entity or oil and gas exploration entity quarterly cash flow report

For personal use only

Consolidated statement of cash flows	Current quarter	Year to date (12
	$A'000	months)
		$A'000

2.2 Proceeds from the disposal of:

	(a)	entities	-	-
	(b)	tenements	-	-
	(c)	property, plant and equipment	-	-
	(d)	investments	-	-
	(e)	other non-current assets	-	-
2.3	Cash flows from loans to other entities	-	-
2.4	Dividends received (see note 3)	-	-
2.5	Other - Cash held by subsidiaries over	-	-
	which control was lost in the period
2.6	Net cash from / (used in) investing	-	-
	activities

3. Cash flows from financing activities

3.1 Proceeds from issues of equity securities

	(excluding convertible debt securities)	-	-
3.2	Proceeds from issue of convertible debt	650	650
	securities
3.3	Proceeds from exercise of options	-	-
3.4	Transaction costs related to issues of equity	(43)	(43)
	securities or convertible debt securities
3.5	Proceeds from borrowings	-	56
3.6	Repayment of borrowings	(78)	(78)
3.7	Transaction costs related to loans and	-	-
	borrowings
3.8	Dividends paid	-	-
3.9	Other (provide details if material)	-	-
3.10	Net cash from / (used in) financing	529	585
	activities

4. Net increase / (decrease) in cash and cash equivalents for the period

4.1	Cash and cash equivalents at beginning of	22	3
	period
4.2	Net cash from / (used in) operating activities	(223)	(261)
	(item 1.9 above)
4.3	Net cash from / (used in) investing activities	-	-
	(item 2.6 above)

ASX Listing Rules Appendix 5B (17/07/20)	Page 2
+ See chapter 19 of the ASX Listing Rules for defined terms.