8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): May 26, 2017

Lonestar Resources US Inc.

(Exact name of registrant as specified in its charter)

Delaware	001-37670	81-0874035
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(IRS Employer Identification No.)

600 Bailey Avenue, Suite 200

Fort Worth, Texas 76107

(Address of principal executive office) (Zip Code)

(817) 921-1889

(Registrants’ telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 7.01.Regulation FD Disclosure.

Press Release

On May 30, 2017, Lonestar Resources US Inc. (the “Company”) issued a press release (the “Press Release”) announcing that it entered into two definitive purchase and sale agreements dated May 26, 2017 (together, the “Purchase and Sale Agreements”) with independent third parties pursuant to which the Company agreed to acquire certain oil and gas assets in the Eagle Ford Shale.  The Press Release also announced that, as part of the financing for the Purchase and Sale Agreements, the Company also entered into a securities purchase agreement dated May 26, 2017 with Chambers Energy Capital III, LP, an affiliate of Chambers Energy Capital of Houston, Texas, pursuant to which the Company will issue newly created preferred stock. A copy of the Press Release is furnished as Exhibit 99.1 hereto and is incorporated into this Item 7.01.

Note Regarding Non-GAAP Financial Measures

                The Company Presentation attached as Exhibit 99.2 hereto contains non-GAAP financial measures as defined under Regulation G of the rules and regulations of the SEC.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

The following exhibits relating to Item 7.01 shall be deemed to be furnished, and not filed:

Exhibit Number	Description
99.1	PressReleasedated May 30,2017announcing that it entered into two definitive purchase and sale agreements dated May 26, 2017 (together, the “Purchase and Sale Agreements”) with independent third parties pursuant to which the Company agreed to acquire certain oil and gas assets in the Eagle Ford Shale
99.2	Company Presentation

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	LONESTAR RESOURCES US, INC. (Registrant)
Date:  May 30, 2017	By:	/s/ Frank D. Bracken III
		Frank D. Bracken, III
		Chief Executive Officer

EXHIBIT INDEX

Exhibit
No. Description

99.1	PressReleasedated May 30,2017announcing that it entered into two definitive purchase and sale agreements dated May 26, 2017 (together, the “Purchase and Sale Agreements”) with independent third parties pursuant to which the Company agreed to acquire certain oil and gas assets in the Eagle Ford Shale
99.2	Company Presentation

EX-99.1

EX – 99.1

LONESTARRESOURCES ANNOUNCES MAJOR ACQUISITIONS

Fort Worth, Texas, May 30, 2017 - Lonestar Resources US, Inc. (NASDAQ: LONE) (together with its subsidiaries, “Lonestar”) announced that it has entered into definitive agreements with unaffiliated parties to acquire oil and gas properties in the Eagle Ford Shale play for a total purchase price of approximately $116.6 million, consisting of $105 million in cash and 2.6 million Lonestar Class A common shares.  The properties, which are located in Karnes, Gonzales, DeWitt, Lavaca and Fayette Counties, Texas, have Proved reserves of approximately 25.4 million barrels of crude oil, 3.1 million barrels of natural gas liquids, and 17.5 billion cubic feet of natural gas, equating to 31.4 million barrels of oil equivalent (“MMBOE”), as estimated by Lonestar, as of December 31, 2016.  Based on the NYMEX Strip at December 31, 2016, these Proved reserves have PV-10¹ of $260 million.  Lonestar currently expects to close the acquisitions in late June. Lonestar has also entered into definitive agreements that fully fund the purchase of the properties.

Upon closing of the purchases, Lonestar will acquire 115 gross / 80.3 net producing oil and gas wells, and estimates Proved Developed Producing reserves associated with these wells of 6.3 MMBOE.   Lonestar will own an average 70% working interest in the producing wells, and operates 81 of them with a 93% working interest.  Based on information provided by the sellers, the Company estimates that the production for the three months ended March 31, 2017 was 2,052 BOE per day (89% of which is crude oil and NGL’s).

The leasehold to be acquired totals 30,219 gross / 21,238 net acres, of which 94% is Held By Production.  Upon closing of the acquisitions, Lonestar will own an average 70% working interest in this leasehold.  Lonestar has identified 85 gross / 73 net Proved Undeveloped drilling locations in the Lower Eagle Ford Shale which Lonestar internally estimates contain Proved Undeveloped reserves of 25.1 MMBOE.  The Company has identified an additional 34 gross / 24 net drilling locations in the Lower Eagle Ford Shale to which Proved reserves have not been assigned.

We believe the acquisition of these properties meaningfully increases Lonestar’s scale and value.  The transactions have the following impact on Lonestar, on a Proforma basis, based on internal estimates, assuming that the transactions had closed as of December 31, 2016:

• Increases Proved reserves by 70% from 44.9 MMBOE to 76.3 MMBOE, proforma the year ended December 31, 2016.

• Increases the PV-10¹ of our Proved reserves by 68% from $382 million to $642 million, proforma the year ended December 31, 2016.

• Increases the crude oil mix of the Company’s Proved reserves from 62% to 69%, proforma the year ended December 31, 2016, and the liquids mix of its Proved reserves from 79% to 84%.

• Increases proforma EBITDAX for the year ended December 31, 2016 by 33% from $56.8 million to $75.3 million, and increased proforma EBITDAX for the three months ended March 31, 2017 by 41% from $11.5 million to $16.3 million.

• Increases Lonestar’s net oil and gas production by 39% from 5,266 BOE per day to 7,318 BOEPD, proforma the three months ended March 31, 2017.

• Increases the Company’s net leasehold by 59% from 36,069 net acres to 57,330 net acres, proforma March 31, 2017.

• Increases the Company’s net drilling locations by 70% from 155 to 263 net locations, and increases the Company’s Proved net drilling inventory by 68% from 141 to 237 net locations

Lonestar Resources US, Inc.

Lonestar’s Chief Executive Officer, Frank D. Bracken, III, commented, “The acquisitions announced today are transformational for Lonestar.  We have scaled our business with Eagle Ford Shale properties that are located in our core area which our technical team understands extremely well.  Despite increasing our asset base by over fifty percent on most metrics, we expect to add little to no overhead to integrate these assets.  Importantly, we have fully financed the acquisitions in a manner that significantly reduces the Company’s leverage metrics.  We estimate that on a proforma basis, Lonestar’s Debt/EBITDAX ratio will be reduced from 3.9x to 3.2x, for the three months ended March 31, 2017. We plan to increase our Eagle Ford Shale drilling rig activity from 1 rig to 2 rigs no later than January 1, 2018, which will allow us to scale our drilling program and obtain a dedicated frac spread, which we believe will afford us greater economies of scale, cost savings, and better precision and timing of execution.  In summary, we are acquiring high quality Eagle Ford properties located in our core area that significantly increase the size and scale of our Company.  Importantly, we have arranged to finance the acquisitions in a way that significantly reduces our leverage, increases our liquidity and affords us the ability to drive up production and reserves for the benefit of our shareholders.”  

After consummating these acquisitions, Lonestar reaffirms its spending plan of $62 to $72 million on drilling and completion operations in 2017.  Importantly, the acquisitions also provide Lonestar with the visibility to set an initial drilling plan for 2018 of 18 gross / 16 net wells, with an estimated cost of $85 to $95 million.  The 2017 capital budget will be funded by cash flow and proceeds from the financing.  Looking to 2018, based on current strip prices and budgets currently in place, we expect our projected capital budget will be fully funded by internally generated cash flow.

Lonestar’s financing for the acquisitions is fully committed with the private placement of Convertible Preferred Stock and borrowings from its Senior Secured Credit Facility.  In conjunction with the financing of the acquisitions, Lonestar plans to retire the remaining $17.0 million of its Second Lien Notes.  The details of each are as follows:

Convertible Preferred Stock- Pursuant to the terms of a securities purchase agreement, Lonestar has agreed to issue at par value of $80 million of its newly created Series A-1 Convertible Participating Preferred Stock the “Series A-1 Stock”) and Series A-2 Convertible Participating Preferred Stock (the “Series A-2  Stock”) to Chambers Energy Capital.  The Series A-1 Stock is immediately convertible into shares of Common Stock.  Upon approval of the Company’s stockholders (“Stockholder Approval”) shares of the Series A-2 stock will automatically convert into Series A-1 Stock.  The Preferred Stock has the following features:

• Dividend- The Preferred Stock has a dividend of 9% per annum, payable quarterly in cash, or, for any 12 quarters and at the Company’s option, additional shares of Preferred Stock.

• Conversion Features- The Series A-1 Preferred Stock is convertible into shares of the Common Stock at a conversion price of $6.00 per share, subject to adjustment (the “Conversion Price”), a premium of 45% over the average closing price of Common Stock for the twenty trading days ending on May 24, 2017.  A holder of Series A-1 Preferred Stock may elect to convert its shares of Series A-1 Preferred Stock into Common Stock at any time.  The Company may elect to covert the Series A-1 Preferred Stock to Common Stock if the closing price of the Common Stock exceeds certain percentages of the Conversion Price, beginning at 200% and decreasing to 150% after three years for twenty out of thirty consecutive trading days.

• Redemption- After the third anniversary of closing, the Company may redeem the Preferred Stock at a premium of 110% of the stated value, declining ratably to par over the two successive anniversaries.

• Mandatory Conversion- Upon the 7^th anniversary of closing, if the trailing 20-day volume weighted average price (the “Prevailing Price”) is equal to or greater than the Conversion Price, the Series A-1

Stock will convert to Common Stock at the Conversion Price.  However, if the Prevailing Price is less than the Conversion Price, then at the Company’s option, either the Preferred Stock dividend will increase to 20% per annum or the Preferred Stock can be exchanged into senior unsecured notes with a 2 year maturity and a 9% coupon (payable semi-annually in cash), governed by terms substantially similar to the Company’s most recent high yield indenture at that time.

• Board Representation- Chambers Energy will initially have the right to designate one director for the appointment to the Company’s board of directors and up to two directors after the first year, subject to Chambers Energy meeting certain Common Stock ownership thresholds.

The securities purchase agreement is expected to close simultaneously with the acquisition transactions.  However, the closing is subject to various conditions, and there is no guarantee that closing will occur in the timeframe Lonestar expects.

Senior Secured Credit Facility.  Lonestar currently has a senior secured credit facility with seven banks (as amended prior to the date hereof, the “Senior Secured Facility”).   The current borrowing base is $112 million.  The Company has received commitments from certain of its banks to amend the Senior Secured Facility upon completion of the acquisitions, to among other things, increase the borrowing base to $160 million.  Citibank NA and ABN Amro Bank N.V. have fully underwritten the amended $160 million borrowing base.  At closing of the acquisitions in June, the Company anticipates having approximately $105 million drawn on the Senior Secured Facility.  This outstanding amount also assumes the full repayment of the Company’s remaining $17.0 million 12% Second Lien Notes.  The Senior Secured Facility will contain an amended leverage covenant that offers the Company substantial flexibility.  As so amended, the ratio of Total Debt to EBITDAX (as in each case as defined in the Senior Secured Facility) may not exceed 4.0 to 1.0 as of the last day of any fiscal quarter, commencing with the fiscal quarter ending September 30, 2017.  However, the Senior Secured Facility will be amended to provide that EBITDAX shall be calculated at the end of each fiscal quarter using the results of the twelve-month period ending with that fiscal quarter end; provided, that EBITDAX shall be calculated (i) at the end of the fiscal quarter ending September 30, 2017 using an amount equal to the EBITDAX for such fiscal quarter, multiplied by four, (ii) at the end of the fiscal quarter ending December 31, 2017 using an amount equal to the EBITDAX for the two fiscal quarter period ended on such date, multiplied by two, (iii) at the end of the fiscal quarter ending March 31, 2018 using an amount equal to the EBITDAX for the three fiscal quarter period ended on such date, multiplied by four-thirds.

Chambers Energy Capital, based in Houston, Texas, is a leading provider of flexible capital to the domestic energy industry.  Having managed $2 billion in investor commitments since inception, the investment team seeks to bring its deep industry expertise and extensive experience in structured capital solutions to help its industry partners produce durable, long-term success.  For more information on Chambers Energy Capital, please visit www.chambersenergy.com.

Intrepid Partners served as financial advisor for Lonestar.  Intrepid Partners is the advisory business of Intrepid Financial Partners, an energy-focused merchant bank that provides merger & acquisition and restructuring advice and makes principal investments.  Johnson Rice & Company, LLC served as financial advisor for Lonestar.  Johnson Rice & Company, based in New Orleans, is one of the longest standing independent energy brokerage and investment banks in the United States. Latham & Watkins LLP served as legal advisor for Lonestar.

Management will host a live conference call on Tuesday, May 30, 2017 at 8:00AM CDT to discuss the acquisitions.

To access the conference call, participants should dial:

USA: 800-749-1342

International: +1 212-231-2931

PV-10 is a non-GAAP financial measure and represents the present value of estimated future cash inflows from proved crude oil and natural gas reserves, less future development and production costs, discounted at 10% per annum to reflect timing of future cash inflows and using the unweighted arithmetic average of the first-day-of-the-month price for each of the preceding twelve months. PV-10 differs from the Standardized Measure because it does not include the effect of future income taxes.

Cautionary & Forward Looking Statements

Lonestar Resources US, Inc. cautions that this press release contains forward-looking statements, including, but not limited to, statements about the new chairman’s expertise, ability and anticipated contributions to Lonestar; Lonestar’s execution of its growth strategies; growth in Lonestar’s leasehold, reserves and asset value; and Lonestar’s ability to create shareholder value. These statements involve substantial known and unknown risks, uncertainties and other important factors that may cause our actual results, levels of activity, performance or achievements to be materially different from the information expressed or implied by these forward-looking statements. These risks and uncertainties include, but are not limited to, the following:  volatility of oil, natural gas and NGL prices, and potential write-down of the carrying values of crude oil and natural gas properties; inability to successfully replace proved producing reserves; substantial capital expenditures required for exploration, development and exploitation projects; potential liabilities resulting from operating hazards, natural disasters or other interruptions; risks related using the latest available horizontal drilling and completion techniques; uncertainties tied to lengthy period of development of identified drilling locations; unexpected delays and cost overrun related to the development of estimated proved undeveloped reserves; concentration risk related to properties, which are located primarily in the Eagle Ford Shale of South Texas; loss of lease on undeveloped leasehold acreage that may result from lack of development or commercialization; inaccuracies in assumptions made in estimating proved reserves; our limited control over activities in properties Lonestar does not operate; potential inconsistency between the present value of future net revenues from our proved reserves and the current market value of our estimated oil and natural gas reserves; risks related to derivative activities; losses resulting from title deficiencies; risks related to health, safety and environmental laws and regulations; additional regulation of hydraulic fracturing; reduced demand for crude oil, natural gas and NGLs resulting from conservation measures and technological advances; inability to acquire adequate supplies of water for our drilling operations or to dispose of or recycle the used water economically and in an environmentally safe manner; climate change laws and regulations restricting emissions of “greenhouse gases” that may increase operating costs and reduce demand for the crude oil and natural gas; fluctuations in the differential between benchmark prices of crude oil and natural gas and the reference or regional index price used to price actual crude oil and natural gas sales; and the other important factors discussed under the caption “Risk Factors” in our Registration Statement on Form 10, as amended and filed with the Securities and Exchange Commission, or the SEC, on June 9, 2016, our Quarterly Reports on Form 10-Q filed with the SEC, as well as other documents that we may file from time to time with the SEC. We may not actually achieve the plans, intentions or expectations disclosed in our forward-looking statements, and you should not place undue reliance on our forward-looking statements. Actual results or events could differ materially from the plans, intentions and expectations disclosed in the forward-looking statements we make. The forward-looking statements in this presentation represent our views as of the date of this presentation. We anticipate that subsequent events and developments will cause our views to change. However, while we may elect to update these forward-looking statements at some point in the future, we have no current intention of doing so except to the extent required by applicable law. You should, therefore, not rely on these forward-looking statements as representing our views as of any date subsequent to the date of this presentation.

The SEC permits oil and gas companies, in their filings with the SEC, to disclose only proved, probable and possible reserves that meet the SEC’s definitions for such terms. Estimates of reserves in this press release are based on economic assumptions with regard to commodity prices that differ from the prices required by the SEC (historical 12 month average) to be used in calculating reserves estimates prepared in accordance with SEC definitions and guidelines. In addition, reserve engineering is a complex and subjective process of estimating underground accumulations of oil and natural gas that cannot be measured in an exact way and the accuracy of any reserve estimate is a function of the quality of available data and of engineering and geological interpretation and judgment. The estimates of reserves in this press release were prepared by the Company’s internal reserve engineers and are based on various assumptions, including assumptions related to oil and natural gas prices as discussed above, drilling and operating expenses, capital expenditures, taxes and availability of funds and are subject to confirmation and revision from the Company’s independent reserve engineering firm. The Company’s internal estimates of reserves may not be indicative of or may differ materially from the year-end estimates of the Company’s reserves prepared by a third party as a result of the SEC pricing and other assumptions employed by an independent reserve engineering firm. Investors are urged to consider closely the disclosure in the Company’s filings with the SEC, which you can obtain from the SEC’s website at www.sec.gov.

EX-99.2

Lonestar Resources US, Inc. Eagle Ford Shale Acquisition May 30, 2017 Ex-99.2

Forward-Looking Statements Safe Harbor & Disclaimer Lonestar Resources US, Inc. cautions that this presentation (including oral commentary that accompanies this presentation) contains forward-looking statements, including, but not limited to, statements about our business strategy and operations; discovery and development of crude oil, natural gas liquid (“NGL”) and natural gas reserves; drilling and completion of wells; and cash flows, liquidity, and availability and terms of capital. These statements involve substantial known and unknown risks, uncertainties and other important factors that may cause our actual results, levels of activity, performance or achievements to be materially different from the information expressed or implied by these forward-looking statements. These risks and uncertainties include, but are not limited to, the following: volatility of oil, natural gas and NGL prices, and potential write-down of the carrying values of crude oil and natural gas properties; inability to successfully replace proved producing reserves; substantial capital expenditures required for exploration, development and exploitation projects; potential liabilities resulting from operating hazards, natural disasters or other interruptions; risks related using the latest available horizontal drilling and completion techniques; uncertainties tied to lengthy period of development of identified drilling locations; unexpected delays and cost overrun related to the development of estimated proved undeveloped reserves; concentration risk related to properties, which are located primarily in the Eagle Ford Shale of South Texas; loss of lease on undeveloped leasehold acreage that may result from lack of development or commercialization; inaccuracies in assumptions made in estimating proved reserves; our limited control over activities in properties Lonestar does not operate; potential inconsistency between the present value of future net revenues from our proved reserves and the current market value of our estimated oil and natural gas reserves; risks related to derivative activities; losses resulting from title deficiencies; risks related to health, safety and environmental laws and regulations; additional regulation of hydraulic fracturing; reduced demand for crude oil, natural gas and NGLs resulting from conservation measures and technological advances; inability to acquire adequate supplies of water for our drilling operations or to dispose of or recycle the used water economically and in an environmentally safe manner; climate change laws and regulations restricting emissions of “greenhouse gases” that may increase operating costs and reduce demand for the crude oil and natural gas; fluctuations in the differential between benchmark prices of crude oil and natural gas and the reference or regional index price used to price actual crude oil and natural gas sales; and the other important factors discussed under the caption “Risk Factors” in our Registration Statement on Form 10, as amended and filed with the Securities and Exchange Commission, or the SEC, on June 9, 2016, as well as other documents that we may file from time to time with the SEC. We may not actually achieve the plans, intentions or expectations disclosed in our forward-looking statements, and you should not place undue reliance on our forward-looking statements. Actual results or events could differ materially from the plans, intentions and expectations disclosed in the forward-looking statements we make. The forward-looking statements in this presentation represent our views as of the date of this presentation. We anticipate that subsequent events and developments will cause our views to change. However, while we may elect to update these forward-looking statements at some point in the future, we have no current intention of doing so except to the extent required by applicable law. You should, therefore, not rely on these forward-looking statements as representing our views as of any date subsequent to the date of this presentation. This presentation also contains estimates and other statistical data made by independent parties and by us relating to well performance, finding and development costs, recycle ratio and other data about our industry. This data involves a number of assumptions and limitations, and you are cautioned not to give undue weight to such estimates. In addition, projections, assumptions and estimates of our future performance and the future performance of the markets in which we operate are necessarily subject to a high degree of uncertainty and risk. Lonestar Resources US, Inc. cautions that this presentation (including oral commentary that accompanies this presentation) contains forward-looking statements, including, but not limited to, statements about performance expectations related to our assets and technical improvements made thereto; drilling and completion of wells; and other statements regarding our business strategy and operations. These statements involve substantial known and unknown risks, uncertainties and other important factors that may cause our actual results, levels of activity, performance or achievements to be materially different from the information expressed or implied by these forward-looking statements. These risks and uncertainties include, but are not limited to, the following: volatility of oil, natural gas and NGL prices, and potential write-down of the carrying values of crude oil and natural gas properties; inability to successfully replace proved producing reserves; substantial capital expenditures required for exploration, development and exploitation projects; potential liabilities resulting from operating hazards, natural disasters or other interruptions; risks related using the latest available horizontal drilling and completion techniques; uncertainties tied to lengthy period of development of identified drilling locations; unexpected delays and cost overrun related to the development of estimated proved undeveloped reserves; concentration risk related to properties, which are located primarily in the Eagle Ford Shale of South Texas; loss of lease on undeveloped leasehold acreage that may result from lack of development or commercialization; inaccuracies in assumptions made in estimating proved reserves; our limited control over activities in properties Lonestar does not operate; potential inconsistency between the present value of future net revenues from our proved reserves and the current market value of our estimated oil and natural gas reserves; risks related to derivative activities; losses resulting from title deficiencies; risks related to health, safety and environmental laws and regulations; additional regulation of hydraulic fracturing; reduced demand for crude oil, natural gas and NGLs resulting from conservation measures and technological advances; inability to acquire adequate supplies of water for our drilling operations or to dispose of or recycle the used water economically and in an environmentally safe manner; climate change laws and regulations restricting emissions of “greenhouse gases” that may increase operating costs and reduce demand for the crude oil and natural gas; fluctuations in the differential between benchmark prices of crude oil and natural gas and the reference or regional index price used to price actual crude oil and natural gas sales; and the other important factors discussed under the caption “Risk Factors” in our Registration Statement on Form 10, as amended and filed with the Securities and Exchange Commission, or the SEC, on June 9, 2016, as well as other documents that we have filed and may file from time to time with the SEC. We may not actually achieve the plans, intentions or expectations disclosed in our forward-looking statements, and you should not place undue reliance on our forward-looking statements. Actual results or events could differ materially from the plans, intentions and expectations disclosed in the forward-looking statements we make. The forward-looking statements in this presentation represent our views as of the date of this presentation. We anticipate that subsequent events and developments will cause our views to change. However, while we may elect to update these forward-looking statements at some point in the future, we have no current intention of doing so except to the extent required by applicable law. You should, therefore, not rely on these forward-looking statements as representing our views as of any date subsequent to the date of this presentation. This presentation also contains estimates and other statistical data made by independent parties and by us relating to well performance, finding and development costs, recycle ratio and other data about our industry. This data involves a number of assumptions and limitations, and you are cautioned not to give undue weight to such estimates. In addition, projections, assumptions and estimates of our future performance and the future performance of the markets in which we operate are necessarily subject to a high degree of uncertainty and risk.

Company Profile- March 31, 2017 1Q17 Production 1As of 3/31/16 2 YE16 Reserves @ NYMEX Strip 12/31/2016 and in U.S. dollars Note: Company has 28,655 net acres in the Williston Basin with 65% average WI Please see the reserves disclosures at the end of this presentation Proved Reserves PV-10 Value Eastern Central Western Engineered Acreage Non-Engineered Acreage 5,266 Boe/d 44.9 MMBoe $382 MM Wildcat B1H 2,162 Boe/d

Acquisition Overview On May 30th, LONE announced a $116.6 million acquisition of 30,219 gross acres in Karnes, Gonzales, Fayette, Lavaca and DeWitt Counties. The acquisition consideration includes: $105 million cash 2.6 million shares of LONE Class A common stock to the Sellers The cash portion of the acquisition and associated fees will be funded with: $80 million Series A Convertible Preferred issued at closing $25 million of Senior Secured Credit Facility Product Lonestar Acquisition Proforma Crude Oil (bbls/d) 3,250 1,549 4,799 NGL’s (bbls/d) 927 287 1,214 Natural Gas (Mcf/d) 6,528 1,295 7,823 Total (Boe/d) 5,266 2,052 7,318 Transaction Summary Asset Overview LONE Acquired Asset Highlights 30,219 gross / 21,238 net acres in the Eagle Ford Shale 70% average working interest 94% Held by Production 14,767 gross / 9,626 net acres are associated with undeveloped drilling locations. Increases LONE’s Eagle Ford Shale holdings by 59% to 57,3301 net acres 1Q17 Production of 2,052 Boe/day on Acquired Assets 75% crude oil / 14% natural gas liquids / 11% natural gas Increases LONE’s net production by 39% to 7,318 Boe/day Asset Increase Proforma 2016 EBITDAX by 33% from $56.8 million to $75.3 million. Increases proforma 1Q17 EBITDAX by 41% from $11.5 million to $16.3 million Proved Reserves2 of 31.4 MMBOE on acquired assets 81% crude oil and 10% natural gas liquids, 9% natural gas 6.3 MMBOE Proved Developed Producing 25.1 MMBOE Proved Undeveloped Producing Increases LONE’s Proved reserves by 70% to 76.3 MMBOE PV-10 of Proved Reserves2 $260.4 million on acquired assets PDP PV-10- $82.4 million PUD PV-10- $178.0 million Increases PV-10 of LONE’s Proved reserves by 68% to $642.4 MMBOE Proforma Production (for 3 mos. ended 3/31/17) 1 Lonestar acreage as of 3/31/17 2 YE16 Reserves @ NYMEX Strip 12/31/2016 and in U.S. dollars . *Please see the reserves disclosures at the end of this presentation

Transformational Acquisition For Lonestar Adds Significant Scale Adds 21,238 net acres in the Eagle Ford Shale, increases Eagle Ford Shale leasehold1 by 59% Increases production by 39% to 7,318 Boe/day with modest incremental overhead Increases drilling inventory by 70% to 263 total locations1 Increases Proved reserves2 by 70% to 76.3 MMBOE Increased Proved PV-102 by 68% to $642.4 million High Quality Assets in Core Area For Lonestar On-trend with Lonestar’s existing Cyclone and Harvey Johnson properties Provided entry for LONE into Karnes County, doubles net acres in Gonzales County Core development opportunities offset wells with IP’s of 1,500 to 3,000 Boe/day Large contiguous acreage blocks in Fayette & Lavaca County, with opportunities for cost reduction and improved margins Heightened Asset Quality, Reduced Capital Intensity Adds 21,238 net acres, 94% of which is Held by Production, providing enhanced discretion for capital spending Increases LONE’s percentage of acreage which is HBP’d from 76% to 83% Assets generated LTM EBITDAX3 of $20 million through 3/31/17 89% of acquired production will be operated by LONE, allowing operational control Financed for Significant Balance Sheet Improvement Funded with $80 MM Convertible Preferred Purchase price includes 2.6 million shares of LONE Class A common stock Modified Debt / EBITDAX Covenant in Senior Secured Facility Improves Debt / EBITDAX 3from 3.9x to 3.2x Positions LONE for refinancing of 8 ¾% Senior Unsecured Notes due April 2019 Additional Upside Upper Eagle Ford potential on Karnes & Gonzales County acreage Tack-on acquisition potential to lengthen laterals Fayette & Lavaca County properties were initially developed prior to the advent of high-concentration fracture stimulations and advanced geo-steering Significant Austin Chalk potential across entirety of acquired leasehold Negotiated transactions in core of the Eagle Ford Shale 1As of 3/31/17 2YE16 Reserves @ NYMEX Strip 12/31/2016 and in U.S. dollars 3 Last twelve months as of 3/31/17 Please see the reserves disclosures at the end of this presentation

Karnes / Gonzales County Assets Lonestar Leasehold Eagle Ford Well (Modern Completion) Eagle Ford Well (Vintage Completion) LEGEND Karnes Gonzales 1,888 bopd 1,417 #/ft 1,966 bopd 1,445 #/ft 2,162 bopd 1,498 #/ft 1,991 bopd 1,530 #/ft 1,655 bopd 2,086 #/ft 546 bopd 773 #/ft 747 bopd 1,116 #/ft 816 bopd 1,211 #/ft 1,766 bopd 1,566 #/ft 132 bopd 890 #/ft 1,601 bopd 1,004 #/ft 647 bopd 1,069 #/ft 1,145 bopd 1,505 #/ft 1,965 bopd 1,966 #/ft 2,698 bopd 2,417 #/ft 2,435 bopd 2,554 #/ft 887 bopd 927 #/ft 2,904 bopd 2,513 #/ft 1,796 bopd 2,410 #/ft 1,157 bopd 692 #/ft 1,047 bopd 1,115 #/ft Lonestar has acquired leasehold in Karnes & Gonzales Counties, where modern completion techniques have yielded outstanding production results Source: Texas Railroad Commission

Acquisition Structure and Financing Overview Proforma Capitalization Key Transaction Details Sources and Uses- Summary (1) LONE reported EBITDAX for the 12 months ended 3/31/17; announced acquisition EBITDAX for the 12 months ended 3/31/17. (2) Assumes interest expenses based on 12% on second lien notes, 8.75% on senior unsecured notes and 3.5% on the credit facility (3) LONE reported production for the 3 months ended 3/31/17; announced acquisition production for the 3 months ended 3/31/17 (4) Credit Metrics assume 100% equity treatment for the Series A Convertible Preferred $116.6 million acquisition consideration: $105 million cash $12 million LONE Class A common stock The cash portion of the acquisition and associated fees will be funded with: $80 million Series A Convertible Preferred issued at closing $25 million of Senior Secured Credit Facility Retire $17 million of remaining second lien notes paid with borrowings from senior secured credit facility Senior Secured Credit Facility’s borrowing base to increase to $160 million

Company Profile- Proforma 1Q17 Production 1As of 3/31/17 2 YE16 Reserves @ NYMEX Strip 12/31/2016 and in U.S. dollars Note: Company has 28,655 net acres in the Williston Basin with 65% average WI Please see the reserves disclosures at the end of this presentation Proved Reserves PV-10 Value Eastern Central Western Engineered Acreage Acquisition Acreage Non-Engineered Acreage 7,318 Boe/d 76.3 MMBoe $382 MM $642 MM 44.9 MMBoe 5,266 Boe/d 39% 70% 68%

LONE Convertible Preferred Equity Summary Terms Issuer Lonestar Resources US, Inc. (NASDAQ: LONE) Initial Purchaser Chambers Energy Capital, III, L.P. Amount $80 million Security Series A Convertible Preferred Stock OID 2.25% Dividend 9.0%, payable in cash, or PIK at LONE’s option for up to 12 quarters; any PIK thereafter increases by 5.0% Optional Conversion by Holder Convertible any time after stockholder vote at $6.00/share (“Conversion Price”), which represents ~45% premium to 20-day VWAP(1) Optional Conversion / Redemption by Company Company can force conversion if LONE VWAP equals/exceeds the following for any 20 out of 30 consecutive trading days: Years 1 & 2: 200% of Conversion Price (i.e., $12.00/share) Year 3: 175% of Conversion Price (i.e., $10.50/share) Year 4+: 150% of Conversion Price (i.e., $9.00/share) Company can redeem for cash in amount equal to: Year 3: 1.1x of Par Value ($88 MM + PIK dividends) Year 4: 1.05x of Par Value ($84 MM + PIK dividends) Year 5+: 1.0x of Par Value ($80 MM + PIK dividends) Mandatory Conversion If Shareholder Approval not obtained by 7th anniversary, if trailing 20-day VWAP is (i) greater than Conversion Price, then Preferreds converted at Conversion Price, or (ii) less than Conversion Price, then, at Company’s option, Preferred dividend increases to 20% payable monthly in cash or Preferreds exchanged for unsecured note with 2-year maturity and 9% coupon (payable semi-annually in cash). Debt terms substantially similar to most current high yield indenture at the time. Corporate Governance One board appointment; one observer (which observer will be nominated as a director after 1 year), pursuant to certain ownership tests Consent Rights Standard, plus incurrence test of Debt / EBITDAX in excess of 4.5x trailing 12-month EBITDAX through Dec. 31, 2017, then 4.0x thereafter (1) VWAP as of May 24, 2016

Non-GAAP Reconciliation Reconciliation of Non-GAAP Financial Measures   Adjusted EBITDAX Adjusted EBITDAX is not a measure of net income as determined by GAAP. Adjusted EBITDAX is a supplemental non-GAAP financial measure that is used by management and external users of the Company’s consolidated financial statements, such as industry analysts, investors, lenders and rating agencies. The Company defines Adjusted EBITDAX as net (loss) income before depreciation, depletion, amortization and accretion, exploration costs, non-recurring costs, (gain) loss on sales of oil and natural gas properties, impairment of oil and gas properties, stock-based compensation, interest expense, income tax (benefit) expense, rig standby expense, other income (expense) and unrealized (gain) loss on derivative financial instruments and unrealized (gain) loss on warrants.   Management believes Adjusted EBITDAX provides useful information to investors because it assists investors in the evaluation of the Company’s operating performance and comparison of the results of the Company’s operations from period to period without regard to its financing methods or capital structure. The Company excludes the items listed above from net income in arriving at Adjusted EBITDAX to eliminate the impact of certain non-cash items or because these amounts can vary substantially from company to company within its industry depending upon accounting methods and book values of assets, capital structures and the method by which the assets were acquired. Adjusted EBITDAX should not be considered as an alternative to, or more meaningful than, net income as determined in accordance with GAAP. Certain items excluded from Adjusted EBITDAX are significant components in understanding and assessing a company’s financial performance, such as a company’s cost of capital and tax structure, as well as the historic costs of depreciable assets, none of which are components of Adjusted EBITDAX. The Company’s computations of Adjusted EBITDAX may not be comparable to other similarly titled measures of other companies.   The following table presents a reconciliation of Adjusted EBITDAX to the GAAP financial measure of net income (loss) for each of the periods indicated. (1) Represents a non-recurring cost associated with a rig contract that expired in July 2016. (2) Non-recurring costs consist of General and Administrative Expenses related to the re-domiciliation to the NASDAQ.

Glossary •“bbl” means barrel of oil. • bbls/d means the number of one stock tank barrel, or 42 US gallons liquid volume of oil or other liquid hydrocarbons per day. “Boe” means barrels of oil equivalent, with 6,000 cubic feet of natural gas being equivalent to one barrel of oil. •Boe/d means barrels of oil equivalent per day. “scf” means standard cubic feet. •“btu” means British thermal units. •“M” prefix means thousand. •“MM” prefix means million. •“B” prefix means billion. •“NGL” means Natural Gas Liquids– these products are stripped from the gas stream at 3rd party facilities remote to the field. •“TEV” means total enterprise value •“LTM” means last twelve months •“NTM” means next twelve months •“HBP” means held by production •“EPS” means earnings per share • “Mcf/d” means thousand cubic feet of natural gas per day • “IRR” means our internal rate of return, calculates the interest rate at which the net present value of all the cash flows (both positive and negative) from a project or investment equal zero • “EUR” means gross estimated ultimate recoveries for a single well Note: One Boe is equal to six Mcf of natural gas or one Bbl of oil or NGLs based on an industry-standard approximate energy equivalency. This is a physical correlation and does not reflect a value or price relationship between the commodities.