ANTARES ENERGY LIMITED

A.C.N. 009 230 835

Ground Floor PO Box 690

63 Hay Street West Perth WA 6872

Subiaco WA 6008 www.antaresenergy.com

3 February 2014

Companies Announcements Office

Australian Securities Exchange Ltd

20 Bridge Street

SYDNEY NSW 2000

APPENDIX 3C

ON-MARKET SHARE BUY-BACK

Please find attached an Appendix 3C announcing an on-market share buy-back by Antares Energy Limited. Also attached is ASIC Form 281. The key points of the on-market buy-back are:-

Buy-back within the 10/12 limit being up to 23,500,000 shares (see note);

Commencing 17 February 2014;

Buy-back through on-market transactions

Note: Under the 10/12 limit Antares has the capacity to buy back 25,500,000 shares of which 2,000,000 shares have already being bought back and cancelled in the last rolling twelve months at an average price of 35 cents, thus 23,500,000 shares can be bought back and cancelled.

Yours faithfully,

ANTARES ENERGY LIMITED

Vicky McAppion

Director

Appendix 3C Announcement of buy-back (except minimum holding buy-back)

Information and documents given to ASX become ASX's property and may be made public.

Introduced 1/9/99. Origin: Appendix 7B. Amended 13/3/2000, 30/9/2001, 11/01/10

Rule 3.8A


Name of entity ABN/ARSN

ANTARES ENERGY LIMITED 75 009 230 835

We (the entity) give ASX the following information.

Information about buy-back


1 Type of buy-back On Market

2 +Class of shares/units which is the subject of the buy-back (eg, ordinary/preference)

Ordinary


3 Voting rights (eg, one for one) One for one

4 Fully paid/partly paid (and if partly paid, details of how much has been paid and how much is outstanding)

Fully paid


5 Number of shares/units in the

+class on issue

255,000,000


6 Whether shareholder/unitholder No
approval is required for buy-back

7 Reason for buy-back Effectively manage capital for the benefit of shareholders

+ See chapter 19 for defined terms.

11/01/2010 Appendix 3C Page 1


8 Any other information material to a shareholder's/unitholder's decision whether to accept the offer (eg, details of any proposed takeover bid)

None

On-market buy-back


9 Name of broker who will act on the company's behalf

Argonaut Securities Pty Limited

10 Deleted 30/9/2001.
11 If the company/trust intends to buy back a maximum number of shares - that number

Note: This requires a figure to be included, not a percentage.


23,500,000


12 If the company/trust intends to buy back shares/units within a period of time - that period of time; if the company/trust intends that the buy-back be of unlimited duration - that intention

12 Months from 17 February 2014


13 If the company/trust intends to buy back shares/units if conditions are met - those conditions

Not Applicable

Employee share scheme buy-back


14 Number of shares proposed to be bought back

Not Applicable


15 Price to be offered for shares Not Applicable

+ See chapter 19 for defined terms.

11/01/2010 Appendix 3C Page 2

Selective buy-back

16 Name of person or description of class of person whose shares are proposed to be bought back

Not Applicable


17 Number of shares proposed to be bought back

Not Applicable


18 Price to be offered for shares Not Applicable

Equal access scheme

19 Percentage of shares proposed to be bought back

Not Applicable


20 Total number of shares proposed to be bought back if all offers are accepted

Not Applicable


21 Price to be offered for shares Not Applicable

22 +Record date for participation in offer

Cross reference: Appendix 7A, clause 9.

Not Applicable

Compliance statement

1. The company is in compliance with all Corporations Act requirements relevant to this buy-back.

or, for trusts only:

1. The trust is in compliance with all requirements of the Corporations Act as modified by Class Order 07/422, and of the trust's constitution, relevant to this buy-back.

2. There is no information that the listing rules require to be disclosed that has not already been disclosed, or is not contained in, or attached to, this form.

Sign here: .......................................................... Date: 3 February 2014 (Director)

Print name: Vicky McAppion

+ See chapter 19 for defined terms.

11/01/2010 Appendix 3C Page 3

Australian Securities &

lnvestments Commission

Form 281

Corporations Acl 2001

257F(2)(b)

Notice of intent:ion to carry out a share buy-back

Related forms:

280 Notification of share buy-back details

Jf there is insufficient space in any section o·f the form,you may photocopy the relevant page(s) andl submit as part of this lodgement

Company details Company name

ANTARES ENERGY LIMITED

ACN/ABN

[75 009 230 835


Lodgement details Who should ASJC contact if there is a query about this fo1rm?

Firm/organisation

[ANTARES ENERGY LIMITED

Contaci name/position description

[viCKY MCAPPION - DIRECTOR

ASIC registered agent number (rr applicable)

[

Te,Jephone number

[{l 417 174 773

Postaladdress

iPo BOX 690

[imsT PERTH WA 6872


1 Type of share buy-back

For guidance on when a Form 281needs to belodged, see the BUY-BACK PROCEDURE table on page 2. Tick the box for the type of share buy-back and previde the dates as requested.

The 10/12 limi!is 10% of the smallest number, a1t any tmi e during the las!12 months,of votes attaching to voting shares of the company.

DEmployee share scheme buy-back

(within 10112 limi!)

DEmployee share scheme buy-back

(over 10/121imit)


On-market buy-back

(within 10112 1imit)

DOn·market buy-back

(over 101121imit)

DEqualaccess scheme buy-back

(within 10/12 limi!)

Proposed date for buy-back agreement to be entered into

[JD,DD,DD

[D D] [M M] [Y Y]

Proposed date for buy-back agreement to be entered into

DD,DD,D D

[D D] [M M] [Y Y]

Pe,riod of buy-back

From

]Q], 0,0E]

[D DJ [M M] [Y Y]

Period of buy-back

From

[JD,DD,DD

[D D] [M M] [Y Y]

Proposed date for buy-back agreement to be entered into

[D D] [M M] [Y Y]

ANO Proposed date for passing the resolution to approve the buy-back

DD,D[J,D D

[D D] [M M] [Y Y]

to

DO,D[J,DD

[D D] [M M] [Y Y]

ANO Proposed date for passing the resolution to approve the buy-back

D D,D D,DD

[D D] [M M] [Y Y]

ASIC Form 281

17 January 2011

Page 1 of2


1 Continued... Type of shan:! buy-back

DEqua! access scheme buy·back

(over 10/12 1imit)

Proposed date for buy-back anreement to be entered into

CJD,DD,DD

[D DJ [M M] [Y Y]

ANO Proposed date for passing the resolution to approve the buy-back

DD,DCJ,DD

[D D] [M M] [Y Y]

Proposed date for buy-back a to be entered into

CJD,DD,DD

[D D] [M M] [Y Y]

ANO Proposed date for passing the resolution to approve the buy-back

DD,DD,D D

[D D] [M M] [Y Y]

Signature

This form must be signed by a director or

secretary.

Name

[viCKY MCAPPION

Capacity

0 Director

DSecretary

Signature

Date signed

0,@][ILCD

[D DJ [M M] [Y Y]

Lodgement Send completed and signed forms to:

Australian Securities and lnvestments Commission,

PO Box 4000, Gippsland Mail Centre VIC 3841.

For more information

Web www . asic.gov.au

Need help ? www.asic.gov. a u /qu estion

Telephone 1300 300 630

BUY-BACK PROCEDURE

The followinq table specifies the steps required for, and the sections (and forms) that apply to,the different types of buy-back.

Procedures ( and sections applied)

Minimum holding

Employee share scheme buy-back

On-market buy-back

Equalaccess scheme buy-back

Selective buy-back

Procedures ( and sections applied)

Minimum holding

within

10/121imit

over

101121imit

within

10112 1imit

over

101121imit

within

101121imit

over

101121imit

Selective buy-back

Ordinary resolutions (s257C)

YES

YES

YES

Special/unanimous resolutions (s257D)

YES

Lodge offer documents with ASJC (s257E)

YES

YES

YES

14 days notice (s257F)

YES

YES

YES

YES

YES

YES

YES

Disclose relevant information when offer made (s257G)

YES

YES

YES

Canee! shares (S257H)

YES

YES

YES

YES

YES

YES

YES

YES

Notify cancellation lo ASIC on Form 484 (s2 54Y)

YES

YES

YES

YES

YES

YES

YES

YES

Lodge Form 280 with ASIC

NO

NO

YES

NO

YES

YES

YES

YES

Lodge Form 281 with ASIC

NO

YES

See Note

1

YES

See Note

1

See Note

1&2

See Note

1&2

See Note

1&2

NOTE 1The company should lodge a Form 281 if ilintends lo give short (less !han 14 days) notice of a meeting lo approve the buy-back and Jodge the notice of meeting (with a Form 280) less !han 14 days before the relevant date.

NOTE 2 The company should lodge a Form 281 if it lodges the documents referred to in s257E less than 14 days before the relevant date. Relevant dates and lodgement periods

lf the buy-back agreement is conditionalon the passing of a resolution -the relevant date is date the resolution is passed.

lf the buy-back is not conditionalon the passing of a resolution -the relevant date is the date the agreement is entered into (s257F).

lf a resolution islo be passed by way of a circular to ali members that complies with s249A, an estimat13d las!date for signing the circular should be used.

The Form 281 must be lodged at least 14 days before the relevant date.

ASIC Fonn 281 17 January 2011 Page 2 of 2

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