FAR LIMITED — Capital/Financing Update 2015

Oct 22, 2015

23 October 2015

Placement and Underwritten Entitlement Offer to raise $40 million

Overview

• FAR is raising approximately $40 million through an Equity Raising comprising a:

  • Placement of fully paid ordinary shares to raise approximately $25 million, and

  • 1 for 17 underwritten pro-rata non-renounceable entitlement offer of fully paid ordinary shares to existing eligible shareholders to raise approximately $15 million.

• Offer price of $0.08 (8 cents) per share represents an 11.1% discount to the last traded price of FAR shares and a 9.8% discount to the theoretical ex-rights price (TERP).

• Funds raised will be primarily used to support FAR’s capital expenditure on its large Senegalese oil discovery including:

  • 2 appraisal wells on the SNE field, and

  • 1 exploration well at Bellatrix that also overlies the SNE field.

FAR Limited (ASX: FAR) ( FAR ) has announced that it is raising approximately $40 million through a placement of fully paid ordinary shares to investors ( Placement ) and a pro-rata non-renounceable 1 for 17 entitlement offer of fully paid ordinary shares ( New Shares ) in FAR to existing eligible shareholders ( Entitlement Offer ) (together, the Equity Raising ).

The Equity Raising is joint lead managed by Royal Bank of Canada (trading as RBC Capital Markets) and Bell Potter Securities Limited ( Joint Lead Managers ). The Joint Lead Managers have also agreed to underwrite the Entitlement Offer.

Funds raised from the Equity Raising (after costs) will be primarily used to fund FAR’s capital expenditure on its large Senegalese oil discovery including 2 appraisal wells on its SNE discovery in Senegal and a shelf exploration well in Senegal (Bellatrix).

About the Placement

FAR has successfully made a placement of new ordinary shares to certain institutional investors at the issue price of A$0.08 (8 cents) per share to raise approximately A$25 million. It is expected that approximately 312,500,000 fully paid ordinary shares will be issued as part of the Placement.

Shareholders will not be eligible to participate in the Entitlement Offer in respect of any shares issued to them under the Placement.

About the Entitlement Offer

The offer price for the Entitlement Offer is $0.08 (8 cents) per New Share ( Offer Price ). Under the Entitlement Offer, eligible shareholders will be able to subscribe for 1 New Share for every 17 existing fully paid ordinary shares held at 7.00 pm (Melbourne time) on Thursday, 29 October 2015 ( Record Date ) at the Offer Price.

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Entitlements are non-renounceable and will not be tradeable on ASX or otherwise transferable. Shareholders who do not take up their entitlements will not receive any value in respect of those entitlements that they do not take up. Shareholders who are not eligible to receive entitlements will not receive any value in respect of the entitlements they would have received had they been eligible.

In addition to being able to apply for new shares under the Entitlement Offer, eligible shareholders will also have the ability to apply for additional new shares in excess of their entitlement that are not subscribed for by other eligible shareholders under the Entitlement Offer at the Offer Price.

Eligible shareholders will receive an information booklet including a personalised entitlement and acceptance form which will provide further details of how to participate in the Entitlement Offer. A copy of the information booklet will also be lodged with ASX. FAR will also despatch a letter in relation to the Entitlement Offer to each holder of options. Those shareholders who FAR determines to be ineligible shareholders will also be notified.

An investor presentation on the Entitlement Offer has been lodged with ASX today. The investor presentation contains important information, including a summary of key risks associated with an investment in FAR and foreign selling restrictions with respect to the Entitlement Offer.

Equity Raising Key Dates

Event	Date
Announcement of the Equity Raising	Friday 23 October 2015
Shareholder notice despatched	Monday 26 October 2015
Shares traded on an “ex” entitlement basis	Tuesday 27 October 2015
Record Date for eligibility to participate in the Entitlement Offer	7.00pm (Melbourne time)Thursday 29 October 2015
Settlement of Placement	Thursday 29 October 2015
Issue and Allotment of Placement Shares	Friday 30 October 2015
Despatch of Entitlement Offer Booklet and Entitlement and Acceptance Formto eligible shareholders	Wednesday 4 November 2015
Entitlement Offer opens	Wednesday 4 November 2015
Last date to extend the Closing Date for the Entitlement Offer	Friday 13 November 2015
Entitlement Offer closes	5.00pm (Melbourne time)Wednesday 18 November 2015
New Shares quoted on deferred settlement basis	Thursday 19 November 2015
Shortfall (if any) announced to ASX	Monday 23 November 2015
Settlement of New Shares under the Entitlement Offer	Tuesday 24 November 2015
Issue of New Shares under the Entitlement Offer and despatch of HoldingStatements	Wednesday 25 November 2015
New Shares under Entitlement Offer commence trading on a normalsettlement basis	Thursday 26 November 2015

All dates are indicative only and subject to change. All times and dates refer to times and dates in Melbourne, Australia. Subject to the requirements of the Corporations Act 2001 (Cth), the ASX Listing Rules and any other applicable laws, FAR reserves the right, with the consent of the Joint Lead Managers, to withdraw or vary the timetable without notice.

The trading halt in the company's shares can now be lifted.

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“This new funding will enable FAR to aggressively pursue the appraisal of our world class Senegal oil discovery at SNE and drill a new shelf exploration prospect at Bellatrix aimed at building the resource base within tie back range to a potential future hub development at SNE.

The support of our existing shareholders is very welcome and the significance and value of FAR’s discoveries at SNE and FAN has also been recognised by our new shareholders.

Drilling of the wells is scheduled to commence at the end of the month and FAR now looks forward to bringing results of the drilling to our shareholders which we believe have potential to create significant value.”

Cath Norman, Managing Director

Important information

This announcement does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United States, or in any other jurisdiction in which such an offer would be illegal. The securities referred to herein have not been and will not be registered under the United States Securities Act of 1933 (the ‘US Securities Act’), or under the securities laws of any state or other jurisdiction of the United States and may not be offered or sold, directly or indirectly, within the United States, unless the securities have been registered under the US Securities Act or an exemption from the registration requirements of the US Securities Act is available.

This document may not be distributed or released in the United States.

This announcement contains certain ‘forward-looking statements’ within the meaning of the securities laws of applicable jurisdictions. Forward-looking statements can generally be identified by the use of forward-looking words such as ‘may,’ ‘should,’ ‘expect,’ ‘anticipate,’ ‘estimate,’ ‘scheduled’ or ‘continue’ or the negative thereof or comparable terminology. Any forecasts or other forward looking statements contained in this announcement are subject to known and unknown risks and uncertainties and may involve significant elements of subjective judgment and assumptions as to future events which may or may not be correct. There are usually differences between forecast and actual results because events and actual circumstances frequently do not occur as forecast and these differences may be material. FAR does not give any representation, assurance or guarantee that the occurrence of the events expressed or implied in any forward-looking statements in this announcement will actually occur and you are cautioned not to place undue reliance on forward-looking statements.

For more information please contact

FAR Limited Cath Norman Managing Director T: +61 3 9618 2550 Level 17, 530 Collins Street Gordon Ramsay Executive General Manager, F: +61 3 9620 5200 Melbourne VIC 3000 Australia Business Development E: info@far.com.au www.far.com.au Media enquires Ian Howarth Collins Street Media T +61 3 9600 1979