BOSS ENERGY LTD — Capital/Financing Update 2021

Sep 28, 2021

Proposed issue of securities

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Announcement Summary

Entity name

BOSS ENERGY LTD

Announcement Type

New announcement

Date of this announcement

29/9/2021

The Proposed issue is:

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A placement or other type of issue

Total number of +securities proposed to be issued for a placement or other type of issue

		Maximum Number of
ASX +security code	+Security description	+securities to be issued
New class-code to be	Unquoted options, zero exercise price, subject to vesting	2,007,500
confirmed	conditions, expiring 30/6/25
New class-code to be	Unquoted options, zero exercise price, subject to vesting	2,392,500
confirmed	conditions, expiring 30/6/26

Proposed +issue date

24/11/2021

Refer to next page for full details of the announcement

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Proposed issue of securities

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Part 1 - Entity and announcement details

1.1 Name of +Entity

BOSS ENERGY LTD

We (the entity named above) give ASX the following information about a proposed issue of +securities and, if ASX agrees to +quote any of the +securities (including any rights) on a +deferred settlement basis, we agree to the matters set out in Appendix 3B of the ASX Listing Rules.

If the +securities are being offered under a +disclosure document or +PDS and are intended to be quoted on ASX, we also apply for quotation of all of the +securities that may be issued under the +disclosure document or +PDS on the terms set out in Appendix 2A of the ASX Listing Rules (on the understanding that once the final number of +securities issued under the +disclosure document or +PDS is known, in accordance with Listing Rule 3.10.3C, we will complete and lodge with ASX an Appendix 2A online form notifying ASX of their issue and applying for their quotation).

1.2 Registered Number Type

ABN

Registration Number

38116834336

1.3 ASX issuer code

BOE

1.4 The announcement is

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New announcement

1.5 Date of this announcement

29/9/2021

1.6 The Proposed issue is:

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A placement or other type of issue

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Part 7 - Details of proposed placement or other issue

Part 7A - Conditions

7A.1 Do any external approvals need to be obtained or other conditions satisfied before the placement or other type of issue can proceed on an unconditional basis? Yes

7A.1a Conditions

Approval/Condition Date for determination Is the date estimated or ** Approval actual? received/condition met? +Security holder approval 24/11/2021 Estimated

Comments

The issue of of these unquoted options to the Managing Director/CEO is subject to shareholder approval to be sought at the upcoming Annual General Meeting, expected to be held on 24 November 2021.

Part 7B - Issue details

Is the proposed security a 'New Will the proposed issue of this class' (+securities in a class that is +security include an offer of not yet quoted or recorded by ASX) attaching +securities? or an 'Existing class' (additional No securities in a class that is already quoted or recorded by ASX)? New class

Details of +securities proposed to be issued

ISIN Code (if Issuer is a foreign company and +securities are non CDIs)

Have you received confirmation from Will the entity be seeking quotation ASX that the terms of the proposed of the 'new' class of +securities on +securities are appropriate and ASX? equitable under listing rule 6.1? No No ASX +security code +Security description New class-code to be confirmed Unquoted options, zero exercise price, subject to vesting conditions, expiring 30/6/25

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+Security type

Options

Number of +securities proposed to be issued 2,007,500 Offer price details Are the +securities proposed to be issued being issued for a cash consideration? No Please describe the consideration being provided for the +securities Services provided as Managing Director and CEO Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities Will all the +securities issued in this class rank equally in all respects from their issue date? Yes

Options details
+Security currency	Exercise price	Expiry date
AUD - Australian Dollar	AUD 0.0000	30/6/2025
Details of the type of +security that will be issued if the option is exercised
BOE : ORDINARY FULLY PAID
Number of securities that will be issued if the option is exercised
2,007,500

Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities proposed to be issued or provide the information by separate announcement.

A summary of key terms of the unquoted options to be issued will be disclosed in the upcoming Notice of Annual General Meeting for the year ended 30 June 2021. Further information can be found in the 2021 Annual Report lodged on 29 September 2021 at https://www2.asx.com.au/markets/trade-our-cash-market/announcements.boe

Is the proposed security a 'New Will the proposed issue of this class' (+securities in a class that is +security include an offer of not yet quoted or recorded by ASX) attaching +securities? or an 'Existing class' (additional No securities in a class that is already quoted or recorded by ASX)? New class

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Proposed issue of securities

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Details of +securities proposed to be issued

ISIN Code (if Issuer is a foreign company and +securities are non CDIs)

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----- Start of picture text -----

Have you received confirmation from Will the entity be seeking quotation
ASX that the terms of the proposed of the 'new' class of +securities on
+securities are appropriate and ASX?
equitable under listing rule 6.1? No
No
ASX +security code +Security description
New class-code to be confirmed Unquoted options, zero exercise price, subject to vesting conditions, expiring
30/6/26
+Security type
Options
Number of +securities proposed to be issued
2,392,500
Offer price details
Are the +securities proposed to be issued being issued for a cash consideration?
No
Please describe the consideration being provided for the +securities
Services provided as Managing Director and CEO
Please provide an estimate of the AUD equivalent of the consideration being
provided for the +securities
Will all the +securities issued in this class rank equally in all respects from
their issue date?
Yes
Options details
+Security currency Exercise price Expiry date
AUD - Australian Dollar AUD 0.0000 30/6/2026
Details of the type of +security that will be issued if the option is exercised
BOE : ORDINARY FULLY PAID
Number of securities that will be issued if the option is exercised
2,392,500
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Proposed issue of securities

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Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities proposed to be issued or provide the information by separate announcement.

A summary of key terms of the unquoted options to be issued will be disclosed in the upcoming Notice of Annual General Meeting for the year ended 30 June 2021. Further information can be found in the 2021 Annual Report lodged on 29 September 2021 at https://www2.asx.com.au/markets/trade-our-cash-market/announcements.boe

Part 7C - Timetable

7C.1 Proposed +issue date

24/11/2021

Part 7D - Listing Rule requirements

7D.1 Has the entity obtained, or is it obtaining, +security holder approval for the entire issue under listing rule 7.1? No

7D.1b Are any of the +securities proposed to be issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1? No

7D.1c Are any of the +securities proposed to be issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A (if applicable)? No

7D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue? Yes

7D.3 Will any of the +securities to be issued be +restricted securities for the purposes of the listing rules? No

7D.4 Will any of the +securities to be issued be subject to +voluntary escrow? No

Part 7E - Fees and expenses

7E.1 Will there be a lead manager or broker to the proposed issue? No

7E.2 Is the proposed issue to be underwritten? No

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7E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed issue

N/A

Part 7F - Further Information

7F.01 The purpose(s) for which the entity is issuing the securities

In connection with services provided as Managing Director and CEO. The issue is subject to shareholder approval to be sought at the 2021 Annual General Meeting and subject to the terms of the Company's Employee Securities Incentive Plan.

7F.1 Will the entity be changing its dividend/distribution policy if the proposed issue proceeds? No

7F.2 Any other information the entity wishes to provide about the proposed issue

No

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