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Bass Oil Limited

Level 5, 11-19 Bank Place

Melbourne, Victoria 3000

Australia

Telephone: (61) (3) 9927 3000

Fax: (61) (3) 9614 6533

Email: admin@bassoil.com.au

9 March 2022

Dear Shareholder,

BUY-BACK OF UNMARKETABLE PARCELS OF SHARES IN BASS OIL LIMITED ACN 008 694 817 (ASX: BAS)

This letter contains important information about your shareholding in Bass Oil Limited ACN 008 694 817 (ASX:BAS) (the Company).

I am writing to advise all shareholders who hold less than A$500.00 worth of shares in the Company (Unmarketable Parcel) as at 7.00 pm (Melbourne time) on Friday, 25 February 2022 (Record Date), being an Eligible Shareholder, that the Company is implementing an off-market minimum holding share buy-back of all Unmarketable Parcels (the Buy-Back).

I am writing to you as our records indicate that you are an Eligible Shareholder, and therefore, your holding has been included in the Buy-Back.

If the market value of your shareholding remains less than A$500.00 at 5.00 pm (Melbourne time) on Friday, 22 April 2022 (Closing Date), as detailed below, your shares will be purchased by the Company in the Buy-Back, unless you notify the Company's share registry, Link Market Services Pty Limited (Share Registry) otherwise.

If you wish to retain your shares in the Company, please notify us of your intention by following the opt-out procedure set out below.

Ability to Opt-Out

If you wish to retain your shares in the Company, you must complete the enclosed, personalised 'Share Retention' form in accordance with the instructions on that form.

Your completed 'Share Retention' form must be received by our Share Registry by no later than 5.00 pm (Melbourne time) on the Closing Date.

If your completed 'Share Retention' form is not received by our Share Registry by 5.00 pm (Melbourne time) on the Closing Date, and your shareholding remains less than a marketable parcel (being worth at least A$500.00), your shares will be bought back by the Company in accordance with the Buy-Back.

Why is the Company implementing the Buy-Back?

The Company is undertaking the Buy-Back with the intention of reducing the Company's total issued capital to implement a more appropriate and effective capital structure.

The Buy-back has been instituted to allow Eligible Shareholders to sell and realise the value of their shares without incurring brokerage and other expenses and to reduce the

administrative and registry costs for the Company that are associated with unmarketable parcels of shares.

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Authority to implement the Buy-Back

Under clause 23 of the Company's constitution and ASX Listing Rule 15.13, the Company may notify shareholders who hold less than A$500.00 worth of shares in the Company that it intends to buy-back their shares. This letter, and the 'Share Retention' form which accompanies this letter, satisfy the notice requirements under clause 23 of the Company's Constitution.

However, shareholders who hold Unmarketable Parcels have the opportunity to inform the Company's Share Registry that they wish to retain their shareholding by using the 'Share Retention' form. If a shareholder notifies the Company's Share Registry prior to 5.00 pm (Melbourne time) on the Closing Date, their shares will not be bought-back.

Buy-Back Process and Price

The Buy-Back will be undertaken under the terms set out in this letter (including the schedules to this letter) and the procedure in Division 2 of Part 2J.1 of the Corporations Act 2001 (Cth) (Corporations Act).

The Company will pay for all costs related with the Buy-Back (excluding tax consequences from the buy-back which remains the shareholders responsibility).

Based on the closing price of A$0.002 per share as at the Record Date, an Unmarketable Parcel is any shareholding of less than 250,001 shares in the Company.

As at the Record Date, the Company had approximately 1,566 shareholders, representing a total of 81,258,023 shares, who held an Unmarketable Parcel. The aggregate value of shares held by the Eligible Shareholders is A$162,516.00 based on the closing price of A$0.002 per share as at the Record Date.

The Buy-Back will allow the Company to purchase Eligible Shareholder's shares at $0.002 per share (Buy-BackPrice), being the closing price of shares as at the Record Date. Shares that are purchased by the Company under the Buy-Back will be cancelled in accordance with the Corporations Act.

Change in the value of your holding

If the market value of your shares in the Company increases before the Closing Date, due to an increase in the share price, so that your shares that were previously identified by the Company as constituting an Unmarketable Parcel become a 'marketable parcel' (i.e. their value becomes equal to or greater than A$500.00) the Company will not sell your shares.

Additional choices

As an alternative to opting-out using the 'Share Retention' form, the Company will not buy- back your shares if:

  • you increase your holding of shares in the Company to a number of shares constituting a 'marketable parcel' (being at least 250,001 shares); or
  • you hold multiple shareholdings that together constitute a parcel of at least 250,001 shares in the Company, arrange to have those holdings merged into one shareholding to constitute a 'marketable parcel',

Bass Oil Limited - ABN 13 008 694 817

For personal use only

by 5.00 pm (Melbourne time) on the Closing Date.

If you choose to acquire additional shares or merge multiple shareholdings as outlined above, you are advised to allow reasonable time for these actions to be effected on the Company's share register by 5.00 pm (Melbourne time) on the Closing Date.

If you sell your shares prior to 5.00 pm (Melbourne time) on the Closing Date, no further action will be taken.

Key Dates for the Buy-Back:

7.00 pm (Melbourne time) on

Record Date

Friday, 25 February 2022

Wednesday, 9 March 2022

Formal announcement of the Buy-Back to ASX

Wednesday, 9 March 2022

Despatch of letters and 'Share Retention' forms to

Eligible Shareholders

5.00 pm (Melbourne time) on

Closing Date for receipt of 'Share Retention'

Friday, 22 April 2022

forms/period to opt-out of Buy-Back

Thursday, 28 April 2022

Shares bought back through the Buy-Back will be

cancelled

Thursday, 28 April 2022

Announcement of outcome of the Buy-Back to ASX

Thursday, 5 May 2022

Eligible Shareholders whose shares are bought back

under the Buy-Back will have proceeds remitted to

them and will be sent documentation advising them of

the number of shares sold and the amount of proceeds

remitted.

Proceeds will be remitted to the bank account that the

Eligible Shareholder has registered with the Share

Registry. If no bank account is registered, proceeds

will be remitted by cheque mailed to the address that

the shareholder has registered with the Share

Registry.

The Company may modify these dates or suspend or terminate the Buy-Back. Any modification, suspension or termination will be notified by written notice to the ASX.

Important Notes

This letter provides information about the Buy-Back and the choices that are available to you. The directors of the Company wish to remind you that as a valued shareholder, the Company will not buy-back your shares if you wish to retain your shareholding.

If you wish to retain your shareholding you may do so by returning the 'Share Retention' form or by otherwise increasing your holding to that above an Unmarketable Parcel before 5.00 pm (Melbourne time) on the Closing Date.

Neither the Company or its Share Registry, makes any recommendation or gives any advice to you regarding whether to retain your shares or permit them to be bought-back by the Company. If you are in any doubt about whether to retain your shares or permit them to be bought-back, please consult your financial adviser.

For further important information about the Buy-Back, please read Schedule 1 (Additional Important Information) and Schedule 2 (Frequently Asked Questions) of this letter.

If, after reading this document in its entirety, you still have questions or need further information, you may contact the Company's office on (03) 9927 3000 (from within Australia)

Bass Oil Limited - ABN 13 008 694 817

or +61 3 9927 3000 (outside Australia) between 8.30 am to 5.00 pm Monday to Friday (Melbourne time).

Yours sincerely

For personal use only

Robyn Hamilton

Company Secretary

Bass Oil Limited

Bass Oil Limited - ABN 13 008 694 817

For personal use only

Schedule 1 - Additional Important Information

  1. The Buy-Back was first announced to the ASX on Wednesday, 9 March 2022.
  2. The Company is offering to buy-back shares under the Buy-Back in accordance with the terms set out in this document, the procedure in Division 2 of Part 2J.1 of the Corporations Act and the Listing Rules.
  3. The Buy-Back is being conducted to enable the Company to purchase Eligible Shareholders' Unmarketable Parcels without incurring brokerage or handling costs that could otherwise make a sale of an Unmarketable Parcel uneconomic or difficult. The Buy-Back will assist the Company in reducing the administrative costs associated with maintaining a large number of relatively small holdings of shares.
  4. If a shareholder holds more than one Unmarketable Parcel, the Company will buy back each Unmarketable Parcel unless:
    • the Share Registry receives a 'Share Retention' form for each Unmarketable Parcel that the shareholder wishes to retain; or
    • multiple Unmarketable Parcels are merged to form a marketable parcel of greater than 250,001 shares,

by no later than 5.00 pm (Melbourne time) on the Closing Date.

  1. It is important to note that the market price of the Company's shares may change from time to time. The Buy-Back Price may be more or less than the actual market price at the time of the Buy-Back and may not be the best price obtainable on the day on which your shares are bought back. Information on the price of the Company's shares can be obtained from the daily financial press or through the ASX website (www.asx.com.au) using the Company's ASX code, which is "BAS". It is important to note that the market price of the Company's shares may change from time to time.
  2. While the Company will pay for costs associated with the buy-back of shares through the Buy-Back, any taxation consequences from the buy-back will be the shareholder's responsibility. Please see Schedule 2 (Frequently Asked Questions) of this document for general information on taxation consequences. If you have questions about taxation consequences, please seek the independent advice of a legal, financial or taxation adviser.
  3. The Company makes no recommendation as to whether you should participate in this Buy-Back, whether or how you should sell your shares or the value of your shares. If you have questions about whether to retain or sell your shares, you should consult a legal, financial or taxation adviser.
  4. Before a buy-back is effected under the Buy-Back, the Company may revoke a notice given in relation to, or suspend or terminate the operation of the Buy-Back, either generally or in specific cases.
  5. The Company reserves the right to change any of the dates, terms or conditions referred to in this document by written notice to the ASX.
  6. This document (and the accompanying documents) does not constitute advice, nor is it a recommendation to sell, buy or hold shares in the Company.

Bass Oil Limited - ABN 13 008 694 817

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Bass Oil Limited published this content on 09 March 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 09 March 2022 04:20:09 UTC.