Delisting & Buy Back

Tap Oil Voluntary delisting, non-marketable parcel buy-back & off-market equal access share buy-back
**FOR ALL ENQUIRIES - PLEASE CONTACT LINK MARKET SERVICES ON 1300 650 320 **
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Buy Back Offer Document

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ASX Announcement Delisting & Buyback

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LETTER REGARDING DISPATCH OR NON MARKETABLE PARCEL SHARES

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NOTICE OF MEETING & EXPLANATORY NOTE

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INDEPENDENT EXPERTS REPORT

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Dear Shareholder

Reminder: Tap Oil Share Buy Back Offer

At the Tap Oil AGM held on 29 October, Tap shareholders approved the Company’s Delisting from the Official List of the ASX as well as an equal access off-market buy-back offer.

Once the Delisting is implemented, the Company’s Shares will no longer be tradeable on the ASX and it will be more difficult for Shareholders to dispose of their shares. Immediately following the Buy Back, Tap’s shares will be suspended from trading, and Shareholders will have no opportunity to trade their shares on ASX beyond this date. The Buy Back provides Shareholders the opportunity to potentially realise some or all of their investment in the Company prior to the Delisting, without having to pay any brokerage costs associated with the sale.

The offer price is A$0.078 (7.8 cents) per share, and represents a 2.42% premium to the 30-day VWAP of Tap shares traded on ASX up to the date of announcement of the Buy Back (on 29 September 2020), a 5.1% premium to the closing price of Tap shares on ASX prior to the Buy Back opening, and a 7.7% premium to the closing price of Tap shares on 26 November 2020.

The Buy Back is for up to 230 million fully paid ordinary shares in the Company, equating to A$17.94 million. If the Company receives applications in excess of 230 million shares, there will be a pro-rata scale back.

The Company commissioned an independent expert to provide an opinion on whether the Buy Back is fair and reasonable. The Independent Expert concluded that the Buy Back is fair and reasonable to Shareholders in the absence of any superior alternative. A copy of this report and more details about the Buy Back can be found in the Offer Document, the Notice of Meeting located on the ASX website or in the Investor Centre section on the Tap Oil website. Shareholders are encouraged to read the Offer Document in full before deciding whether to participate in the Buy Back.

The Delisting is expected to occur on 16 December 2020 and the Buy Back provides Shareholders with an opportunity to potentially sell some or all of their Shares prior to the Delisting.

Each of Tap’s Directors intend to accept the Buy Back for all of the Tap shares they hold.

Shareholders should note that if you do nothing, your shares will not be bought back, and, following the Delisting, you will hold shares in an unlisted Company. It will then be more complex and expensive for you to trade your shares, and it is likely that liquidity in the market for Tap’s shares will also be substantially reduced.

How to Apply

If Shareholders would like to participate in the Buy Back, they can simply complete and return the Application Form by 5.00pm (Perth Time) on Thursday, 10 December 2020 by following the instructions on the form.

If Shareholders hold shares on the Issuer-sponsored subregister they can complete the Application Form and, using the reply paid envelope provided, mail it to the share registry before the closing date.

If Shareholders hold shares on the CHESS-sponsored subregister, the Offer may be accepted by completing the Application Form and signing and returning it to their Controlling Participant (usually their broker).

For further information in relation to the Buy Back, please contact the Tap Oil Shareholder Information Line on 1300 650 320 between the hours of 8:30am to 5:00pm (AEDT), Monday to Friday.

Timetable

Indicative date

Event

28 September 2020

Record Date for Non-marketable Parcel Facility 

29 September 2020

Delisting announcement and Notice of Meeting announced on ASX

1 October 2020

Anticipated dispatch date of letter to Non-marketable holders containing important information and Share Retention Form

29 October 2020 

General Meeting held to approve the Delisting and Buy Back

12 November 2020

Retention Date for receipt of Share Retention Form and close of Non-marketable Parcels Facility

13 November 2020

Estimated payment date for shareholders under Non-marketable Parcel Facility

17 November 2020

Ex-Entitlement Date for the Buy Back (Shares acquired on or after this date will not confer an entitlement to participate in the Buy Back)

Timetable

Indicative date

Event

19 November 2020 

Buy Back Record Date (Date for determining entitlement to participate in the Buy Back)

24 November 2020 

Despatch of the Buy Back Offer Documents and personalised Application Forms to eligible Shareholders and Open Date of the Buy Back

10 December 2020

Buy Back Closing Date

11 December 2020

Suspension Date prior to the Delisting Date (date on which Shares are suspended from trading on ASX)

11 December 2020

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

11 December 2020

Transfer to the Company of Shares bought back under the Buy Back and cancellation of those Shares

11 December 2020

Payment of cash consideration under the Buy Back

Close of trading on 16 December 2020

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