ASX ANNOUNCEMENT

Tap Oil Limited

ABN 89

068 572 341

Level 2,190 St Georges Terrace

24 November 2020

Perth WA 6000

Australia

ASX: TAP

T:

+61

8 9485

1000

F:

+61

8 9485

1060

E:

info@tapoil.com.au

www.tapoil.com.au

BUY BACK - OFFER DOCUMENT

Further to the announcement by Tap Oil Limited (ASX:TAP) (Tap or the Company) on 29 September 2020 in relation to Tap's intention to undertake an off-market equal access share buy-back (Buy Back) and following shareholder approval of the Buy Back, Tap has today dispatched the Offer Document for the Buy Back to Shareholders.

Attached to this announcement is the Offer Document for the Buy Back.

The Buy Back opened today (24 November 2020) and will close at 5:00 pm (WST) on 10 December 2020.

Shareholders should read all of the Offer Document carefully before deciding whether to participate in the Buy Back.

Authorised by the Board of Tap Oil Limited.

Investor enquiries

Link Market Services

Share Registry

Phone: 1300 650 320

OFFER DOCUMENT

relating to an equal access buy back of Shares by Tap

Opening Date: 24 November 2020

Closing Date: 10 December 2020

  • TAP OIL LIMITED WILL DELIST FROM THE AUSTRALIAN STOCK EXCHANGE ON 16 DECEMBER 2020.
  • THIS DOCUMENT CONTAINS IMPORTANT INFORMATION RELATING TO AN OFFER BY TAP OIL LIMITED TO BUY YOUR TAP SHARES.
  • THE BUY BACK IS NOT COMPULSORY. IF YOU DO NOT WISH TO PARTICIPATE - NO ACTION IS REQUIRED.
  • YOU SHOULD READ THIS DOCUMENT IN FULL TO MAKE YOUR DECISION.

This is an important document. It does not provide financial product advice and has been prepared without taking into account your particular objectives, financial situation or needs. You should consider the appropriateness of participation in the Buy Back having regard to your individual objectives, financial situation and needs. If you are in any doubt as to the action that you should take, you should consult your financial, taxation or other professional adviser immediately.

Tap Oil Limited

Offer Document

IMPORTANT NOTICES

Why did I get this Offer Document?

This Offer Document comprises an offer to Eligible Shareholders to participate in an off-market buy back of up to 230,000,000 Shares under an equal access scheme in accordance with Division 2 of Chapter 2J of the Corporations Act. The Buy Back was approved by Shareholders at Tap's General Meeting on 29 October 2020.

You can participate in the Buy Back if you are an Eligible Shareholder, that is, if you had Shares registered in your name on the Buy Back Record Date (5:00 pm (WST) on 19 November 2020). This Offer Document contains important information about the Buy Back and is provided to assist you in making an informed decision about whether to participate.

This Offer Document does not constitute investment advice and does not take into account the personal circumstances and needs of any particular Shareholder. Neither the Company nor any of its Directors makes any recommendation or provides any advice about whether a Shareholder should participate in the Offer. Before making any investment decision, you may wish to seek independent financial and taxation advice.

Date of this Offer Document

This Offer Document is dated, and a copy was lodged with ASIC, on 13 November 2020. ASIC, the ASX and their respective officers take no responsibility for the contents of this Offer Document.

Notice to Shareholders who reside outside Australia

The contents of this Offer Document have not been lodged with any regulatory authority outside Australia, and the Company takes no responsibility for ensuring that an Eligible Shareholder resident in a foreign jurisdiction or otherwise subject to the laws of a foreign jurisdiction can participate in this Buy Back in compliance with those laws. Shareholders who do not reside in Australia are advised to exercise caution in relation to any decision as to whether to participate in the Buy Back. If Eligible Shareholders are in any doubt about any of the contents of this Offer Document, they should obtain independent professional advice.

Forward-looking statements

This Offer Document may contain forward-looking statements that are not based solely on historical facts but are based on current expectations about future events and results. These forward-looking statements are subject to inherent risks and uncertainties. Such risks and uncertainties include factors and risks specific to the operations of Tap, as well as general economic conditions. As a

Tap Oil Limited

consequence, actual events or results may differ materially from the expectations expressed or implied in such forward-looking statements.

Neither Tap nor its Directors, officers, employees and advisers makes any representation or warranty (express or implied) as to the accuracy or likelihood of fulfilment of any forward-looking statement, or any events or results expressed or implied in any forward-looking statement, except to the extent required by law.

Accordingly, Shareholders are cautioned about placing undue reliance on forward-looking statements contained in this Offer Document.

Other important reference material

In reviewing this Offer Document you should also have regard to other information previously made available to Shareholders about the Company and the Buy Back, such as:

  • Tap's full year results for the year ended 31 December 2019 announced on ASX on 2 March 2020;
  • Tap's annual report to shareholders for the year ended 31 December 2019 announced on ASX on 31 March 2020;
  • Tap's half-year report for the half-year ended 30 June 2020 announced on ASX on 31 August 2020; and
  • ASX announcements relating to Tap and/or the
    Buy Back, including the Independent Expert's
    Report by Bentleys Corporate Finance (WA) Pty Ltd (Bentleys) dated 28 September 2020 (which is included in the Notice of Meeting, made available to Shareholders and released on ASX on 29 September 2020).

These documents can be viewed on Tap's website at http://www.tapoil.com.au/site/investor-centre.

Responsibility for information in this Offer Document

Tap is responsible for the information in this Offer Document.

Defined terms

A number of terms used in this Offer Document are defined in Section 7 (Glossary).

Offer Document

Table of contents

1

Buy Back overview

2

2

Explanation of the Buy Back

4

3

Effect of the Buy Back on Tap

7

4

Australian taxation considerations

8

5

Offer

10

6

No other material information

17

7

Glossary

17

Timetable

Event

Date

General Meeting (ordinary resolutions passed approving the Buy Back)

29 October 2020

Ex-Entitlement Date for the Buy Back (Shares acquired on or after this

18 November 2020

date do not confer an entitlement to participate in the Buy Back)

Buy Back Record Date (Date used to determine entitlement to

5:00 pm (WST) 19 November 2020

participate in the Buy Back)

Dispatch of Offer Document to Eligible Shareholders

24 November 2020

Opening Date

24 November 2020

Closing Date

5:00 pm (WST) 10 December 2020

Announcement of the outcome of the Buy Back and the details of any

11 December 2020

Scale Back

Buy Back Date (transfer to Tap of Shares bought back and cancellation

11 December 2020

of those Shares)

Payment Date (despatch of cash consideration to Buy Back participants)

As soon as practicable after Buy Back Date, anticipated to be 11 December 2020

Delisting Date (date on which Delisting is expected to take effect)

16 December 2020

The above timetable is indicative only and is subject to change. Subject to the Corporations Act and the Listing Rules, Tap reserves the right to amend this indicative timetable without prior notice to Shareholders.

Tap Oil Limited

Offer Document

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Disclaimer

Tap Oil Limited published this content on 24 November 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 24 November 2020 05:46:01 UTC