Contango MicroCap Limited : CTN Letter to CCQ Shareholders

31 January 2012
Dear CCQ Shareholder,

The Contango MicroCap Limited (CTN) takeover offer for your CCQ shares WILL CLOSE on 20 February 2012. The offer WILL NOT be extended. CTN will NOT increase its offer in this period.
CTN now holds 73.5% of CCQ's voting shares and intends to use its position of control to undertake a number of
initiatives that will have important implications for remaining CCQ shareholders.
As set out in the Target Statement, CCQ's independent directors recommended acceptance of the CTN offer in
the absence of a superior bid. No other bids have emerged.
Background information on the bid and an outline of some key initiatives that CTN has foreshadowed are set out on the next page.
Shareholders are urged to read this information and to seek independent advice regarding the acceptance of the Offer before it closes on 20 February 2012.
Until recently, CTN was an on-market purchaser at $0.90 of CCQ shares through the ASX. CTN will again buy on- market at the offer price of $0.90 until the closing date of the offer. However, at the conclusion of the bid, CTN will no longer be permitted to stand in the market as a buyer of CCQ. As happened recently, it is likely that lack of market support after the 20th February will lead to lower prices on offer for your shares.
Additionally, under the applicable takeover legislation CTN will be unable to acquire any further shares in CCQ
for a six month period - regardless of whether CCQ remains listed or not.
There are two ways for you to accept CTN's offer:
1. Enclosed with this letter is a customised acceptance form as well as a reply paid envelope for your convenience. To accept the offer, you should complete this form and return it to Computershare as soon as possible. Shareholders accepting the offer through submission of the acceptance form should receive their proceeds on, or around, 28 February 2012.
2. Alternatively, if you have a stock broker, you can sell your shares in the market at the prevailing market price (less any brokerage you may incur).
The independent directors of CTN strongly urge you to accept the offer. Signed,
Mark Kerr & Ian Ferres (Independent Takeover Committee of CTN)
All questions regarding the takeover offer are to be directed to Public Relations Exchange. Email : investor@prx.com.au

Phone: 03 9607 4500

ABN 47 107 617 381 Email contango@contango.com.au Web www.contangomicrocap.com.au

Background

On 19 September 2011, Contango MicroCap Limited (CTN) announced that it was intending to make a take- over offer for Contango Capital Partners Limited (CCQ).
The offer of $0.90 cash for each CCQ share was subsequently announced, and since then you should have received the CTN Bidder Statement (around 21 October 2011), and the CCQ Target Statement (around 31
October 2011).
The Target Statement issued by the independent directors of CCQ recommended acceptance of the offer in the absence of any superior offer.
On 31 October 2011, CTN removed the conditions it had imposed on the bid. By 16 November 2011 CTN had acquired the requisite number of shares to give it a controlling interest (50.3%) in CCQ.
The original offer was scheduled for close on 21 November 2011. CTN has since extended the bid a number of times, and the bid now remains open until 20 February 2012.
At the date of this letter, CTN owns 73.5% of CCQ's voting capital. There are only 248 CCQ shareholders
remaining on the register, with nearly 900 of 1,140 shareholders having already accepted the CTN offer.

Possible Initiatives and Implications to the Remaining CCQ Shareholders

CCQ shareholders should be aware that CTN does not intend to extend the offer beyond 20 February 2012, and when the bid does close, it will use its position of control to undertake the initiatives that it outlined in Section 4 of its Bidder Statement. Some of these, and the consequences of them, are summarised below: