BROOKSIDE ENERGY LIMITED — Capital/Financing Update 2016

Oct 27, 2016

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28 October 2016

Australian Securities Exchange Ltd Level 40, Central Park 152-158 St Georges Terrace PERTH WA 6000

Brookside Accelerates STACK Leasing Efforts

Brookside Energy Limited ( Brookside or the Company ) is pleased to announce that its partner and manager of its US operations Black Mesa Production, LLC ( Black Mesa ) has entered into an Exploration and Particpation Agreement ( STACK E&P Agreement[1] ) with an Edmond, Oklahoma based private company with the aim of accelerating its leasing and acquisition efforts in the STACK Play .

This agreement comes on the back of Brookside’s announcement earlier this week of a significant increase in its (non-operated working interest leasehold) acreage within the highly productive over-pressured volatile oil window of the STACK Play in Blaine County, Oklahoma.

The STACK E&P Agreement provides a framework for the rapid expansion of research and leasing efforts within an area of mutual interest ( AMI ) that covers the key counties of Blaine, Kingfisher and Canadian within the core of the STACK Play .

The agreement combines the substantial experience of the Black Mesa team with the well established network of the private company’s senior executives who have a strong track record of successful acquisition and divestiture activity in the Mid-continent region, specifically in the STACK and SCOOP plays . This team has worked with some of the most successful first movers and operators in the STACK Play, including Continental Resources, Chesapeake Energy and Felix Energy (which was recently acquired by Devon Energy in a US$1.9bn transaction) and as a result they have a unique knowledge base that is expected to provide a competitive advantage in leasing and acquisition efforts in the STACK play .

The combined efforts of both teams in the AMI are seen as critical in enabling us to stay ahead of the current and accelerating consolidation that is taking place in the STACK Play and to ensure that we can take advantage of the opportunities that remain in this highly competitive area.

Brookside expects this agreement to significantly enhance its capacity to maintain and increase momentum and capitalize on the short window in which to build a material premier asset position in this high-margin repeatable part of the STACK Play .

- ENDS -

For further information, contact:

Loren Jones

Non-Executive Director and Secretary

Brookside Energy Limited Tel: (+61 8) 6489 1600 loren@brookside-energy.com.au

Suite 9, 330 Churchill Avenue, Subiaco WA 6008 Ι PO Box 866, Subiaco WA 6904 P + 61 8 6489 1600 Ι F + 61 8 6489 1601 Ι W www.brookside-energy.com.au

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FORWARD-LOOKING STATEMENTS AND OTHER DISCLAIMERS

This announcement may include forward-looking statements. Forward-looking statements are only predictions and are subject to risks, uncertainties and assumptions, which are outside the control of Brookside Energy Limited (“Brookside Energy” or “the Company”). These risks, uncertainties and assumptions include commodity prices, currency fluctuations, economic and financial market conditions in various countries and regions, environmental risks and legislative, fiscal or regulatory developments, political risks, project delay or advancement, approvals and cost estimates. Actual values, results or events may be materially different to those expressed or implied in this announcement. Given these uncertainties, readers are cautioned not to place reliance on forward-looking statements. Any forward-looking statements in this announcement speak only at the date of issue of this announcement. Subject to any continuing obligations under applicable law and the ASX Listing Rules, Brookside Energy does not undertake any obligation to update or revise any information or any of the forward looking statements in this announcement or any changes in events, conditions or circumstances on which any such forward looking statement is based.

This announcement does not constitute investment advice. Neither this announcement nor the information contained in it constitutes an offer, invitation, solicitation or recommendation in relation to the purchase or sale of shares in any jurisdiction. Shareholders should not rely on this announcement. This announcement does not take into account any person's particular investment objectives, financial resources or other relevant circumstances and the opinions and recommendations in this announcement are not intended to represent recommendations of particular investments to particular persons. All securities transactions involve risks, which include (among others) the risk of adverse or unanticipated market, financial or political developments.

The information set out in this announcement does not purport to be all-inclusive or to contain all the information, which its recipients may require in order to make an informed assessment of Brookside Energy. You should conduct your own investigations and perform your own analysis in order to satisfy yourself as to the accuracy and completeness of the information, statements and opinions contained in this announcement.

To the fullest extent permitted by law, the Company does not make any representation or warranty, express or implied, as to the accuracy or completeness of any information, statements, opinions, estimates, forecasts or other representations contained in this announcement. No responsibility for any errors or omissions from this announcement arising out of negligence or otherwise is accepted.

ABOUT BROOKSIDE ENERGY LIMITED

Brookside is an Australian publicly held company listed on the Australian Securities Exchange (ASX:BRK). The Company was established in 2004 and first listed via an Initial Public Offering in October 2005. The Company has established deep and valued relationships in the oil and gas sector over the last 10 years through its successful activities in the oil and gas sector focused on the mid-continent region of the United States. Brookside’s goal is to build value per share through a disciplined portfolio approach to the acquisition and development of producing oil and gas assets and the leasing and development of acreage opportunities.

Web http://www.brookside-energy.com.au

ABOUT BLACK MESA PRODUCTION LLC

Black Mesa is an Oklahoma domiciled limited liability company established for the purpose of identifying and exploiting opportunities in the upstream oil and gas sector on-shore in the United States. Black Mesa was capitalized via an agreement between the Tulsa Equity Group, BRK Oklahoma (a wholly owned subsidiary of Brookside Energy Limited) and the Incentive Members of Black Mesa. Black Mesa is executing a returns-based, disciplined strategy directed at the acquisition of producing properties, lower-risk development drilling opportunities and larger scale entry level acreage plays/concepts. Black Mesa’s is leveraging the extensive experience of its executive team and its Board with the latest technology and data sets that are available to identfy and evaluate opportunities.

Web http://www.blkmesa.com

1 STACK E&P Agreement key commercial terms - under the terms of the agreement the parties have established an area of mutual interest (AMI) in order to identify, acquire and share in the development of oil and gas interests. The agreement has a one-year primary term and can be extended for a further year upon written notice. The parties have agreed to pay (at their sole election) their undivided proportionate share of lease acquisition costs of properties located within the AMI on the basis of 90% /10% (Black Mesa 90%). With respect to the initial well drilled on any oil and gas interest acquired, Black Mesa will pay all of the drilling and completion costs and all costs associated with equipping the well for production and the parties will thereafter receive there undivided proportionate share of any production (Black Mesa 90%). The parties will be “heads up” on any subsequent wells drilled on the oil and gas interest acquired. Any rights, benefits or obligations for Black Mesa that are created by the operation of this agreement will be governed by the terms of the Drilling Program Agreement between Brookside’s wholly owned subsidiary, BRK Oklahoma Holdings, LLC and Black Mesa.

Suite 9, 330 Churchill Avenue, Subiaco WA 6008 Ι PO Box 866, Subiaco WA 6904 P + 61 8 6489 1600 Ι F + 61 8 6489 1601 Ι W www.brookside-energy.com.au