Nido Petroleum : Launches $31.9m Pro-Rata Renounceable Entitlement Offer

ABN 65 086 630 373

21 October 2016‌‌

ASX ANNOUNCEMENT Nido Petroleum Limited Launches A$31.9m Pro‐Rata Renounceable Entitlement Offer

Nido Petroleum Limited (Nido or the Company) today announced that it will raise up to A$31.9m (before costs) (US$24.6 million) through an 11.2 for 1 pro‐rata renounceable Entitlement Offer of New Shares at an Offer Price of A$0.065 per New Share. The Entitlement Offer is not underwritten.

Proceeds from the Entitlement Offer (New Funds) will be used to fund the drilling of Nido's participating interest share1 of the drilling of the Galoc‐7 appraisal well and, if required, an associated side‐track (Galoc‐7/7ST) scheduled to occur in Q1 2017. Galoc‐7/7ST will appraise the currently untested Galoc Mid Area (GMA) in Nido's core asset, Block C1 of Service Contract 14 (Galoc Field). Nido is the operator of the Galoc Field.

The New Funds may also provide additional contingency for unbudgeted cost overruns associated with Galoc‐7/7ST and, in the event this contingency is not required, a small amount of working capital for post well analysis and, in the case of appraisal success, development planning. Nido's budgeted share of the Galoc‐7/7ST is estimated to be A$24.0 million2 (US$18.5 million). The Galoc Joint Venture has approved the expenditure associated with the work programme.

If Galoc‐7/7ST is successful, the subsequent development of the GMA is expected to materially increase reserves and production, substantially extending the life of the Galoc Field.

The Offer Price of $0.065 represents:

• a 13.3% discount to the closing price of Nido shares of A$0.075 on 18 October 2016;

• a 22.0% discount to the one month volume weighted average price of A$0.083 per share; and

• a 36.8% discount to the three month volume weighted average price of A$0.103 per share.

The Entitlement Offer is renounceable, which means that Entitlements may be offered for sale on the ASX (if a viable market exists) or otherwise transferred, providing the opportunity for Eligible Shareholders to realise value for any Entitlements not taken up. Eligible Shareholders may also apply for additional New Shares in excess of their Entitlement (Additional New Shares) at the Offer Price under the Top Up Facility. If there is a shortfall between receipt of valid Applications received from Eligible Shareholders (including any applications for Additional Shares) and the aggregate number of New Shares proposed to be issued under the Entitlement Offer, the shortfall is intended to be offered for sale to new shareholders under a shortfall facility, subject to market demand.

1 Nido owns 55.88% of the Galoc Field through its wholly owned subsidiary companies Galoc Production Company WLL and Nido

Production (Galoc) Pty Ltd.

2 Converted from US dollars based on a conversion rate of AUD/USD of 0.77.

Manila Office 4F Zaragoza Building, 102 Gamboa Street, Legaspi Village, Makati City, 1229 Philippines | P: [phone] F: + 63 2 773 2701 Perth Office Registered Office | Level 3, 1 Preston Street Como WA 6152 | P: [phone] F: [phone] | www.nido.com.au

ASX Code: NDO

BCP Energy International Pte Ltd which controls 81.25% of the Company has committed to take up all of its pro rata entitlement under the Entitlement Offer representing A$25.9 million in proceeds.3

Eligible Shareholders

The Entitlement Offer is only available to Eligible Shareholders. An Eligible Shareholder is a person:

• who is registered as a holder of Nido Shares on the Record Date (being 7pm (AEDT) on 27 October 2016;

• whose registered address on the Nido register of members is in Australia, New Zealand, Singapore, Switzerland or Hong Kong;

• who is not in the United States and is neither a U.S. Person nor acting for the account or benefit of a U.S. Person; and

• who is eligible under all applicable securities laws to receive an offer under the Entitlement Offer.

Ineligible Shareholders

Shareholders who do not satisfy the above criteria are not eligible to participate in the Entitlement Offer (Ineligible Shareholders).

Nido has decided that it is unreasonable to make offers under the Entitlement Offer to holders of Shares who have registered addresses outside Australia, New Zealand, Singapore, Switzerland and Hong Kong, having regard to the number of such holders in those places and the number and value of the New Shares that they would be offered and the cost of complying with the relevant legal and regulatory requirements in those places. The Entitlement Offer is not being made in the United States or to, or for the account or benefit of, U.S. Persons.

Nido has appointed a nominee for Ineligible Shareholders (Nominee). The Nominee's appointment has been approved by ASIC in accordance with section 615 of the Corporations Act. The Nominee will work with Nido to sell the Entitlements of Ineligible Shareholders and distribute any proceeds of sale (net of expenses and of any withholding required by law) proportionately to the Ineligible Shareholders.

Timetable

The indicative timetable for the Entitlement Offer is as follows:

Event4	Date
Announcement of the Entitlement Offer	Friday 21, October 2016

3 The terms of the commitment are summarised in the Offer Booklet.

4 All times and dates in this indicative timetable refer to Australian Eastern Daylight Time (AEDT).

Event4	Date
Despatch notice to Shareholders	Monday 24, October 2016
Ex date and Entitlement trading commences	Wednesday, 26 October 2016
Record Date for eligibility in the Entitlement Offer (7pm)	Thursday, 27 October 2016
Offer Booklet despatched, Entitlement Offer opens	Tuesday, 1 November 2016
Entitlement trading ends	Tuesday, 22 November 2016
New Shares quoted on a deferred settlement basis	Wednesday, 23 November 2016
Last day to extend the Entitlement Offer closing date	Thursday, 24 November 2016
Entitlement Offer closing date (5pm)	Tuesday, 29 November 2016
Nido notifies ASX of under subscriptions	Friday, 2 December 2016
Shortfall allocations completed	Friday, 2 December 2016
Issue New Shares issued under the Entitlement Offer	Tuesday, 6 December 2016
Trading of New Shares on a normal settlement basis	Wednesday, 7 December 2016
Despatch of holding statements for New Shares	Friday, 9 December 2016

Further Information

Detailed information relating to the Entitlement Offer and its implications for Nido shareholders is contained in the Offer Booklet. A copy of the Offer Booklet which will be forwarded to Nido's shareholders on 1 November 2016 is annexed to this ASX Announcement. Shareholders are encouraged to read the Offer Booklet in detail.

Miro Advisors and Allens are advising Nido in relation to the Entitlement Offer. Hartleys has been appointed as broker to the Entitlement Offer.

Shareholder Enquiries

If you are an Eligible Shareholder and have any questions in relation to how to complete the Entitlement and Acceptance Form, please call the Share Registry, Computershare, Monday to Friday, 8.30am ‐ 5pm (AEDT time) on 1300 850 505 toll free (within Australia) or [phone] (outside Australia).

Future performance and forward looking statements

This announcement and the Offer Booklet contain certain 'forward looking statements'. Forward looking statements can generally be identified by the use of forward looking words such as 'expect', 'anticipate', 'likely', 'intend', 'propose', 'should', 'could', 'may', 'predict', 'plan', 'will', 'believe', 'forecast', 'estimate', 'target', and other similar expressions within the meaning of securities laws of applicable jurisdictions and include, but are not limited to, the outcome and effects of the Entitlement Offer and the use of the proceeds.

The forward looking statements contained in this announcement and the Offer Booklet involve known and unknown risks and uncertainties and other factors, many of which are beyond the control of Nido, and may involve significant elements of subjective judgement and assumptions as to future events which may or may not be correct.

Please refer to section 7 of the Offer Booklet for a summary of certain general and Nido specific risk factors that may affect Nido. There can be no assurance that actual outcomes will not differ materially from these forward looking statements. A number of important factors could cause actual results or performance to differ materially from the forward looking statements. Investors should consider the forward looking statements contained in this announcement and the Offer Booklet in light of those disclosures.

The forward looking statements are based on information available to Nido as at the date of this announcement and the Offer Booklet. Except as required by law or regulation (including the ASX Listing Rules), Nido undertakes no obligation to provide any additional or updated information whether as a result of new information, future events or results or otherwise.

Not for Distribution or Release in the United States or to U.S. Persons

This Entitlement Offer does not constitute an offer to sell, or the solicitation of an offer to buy, any securities in the United States or to, or for the account or benefit of, any 'U.S. person' under the U.S. Securities Act of 1933 (as amended) (Securities Act). The New Shares offered in the Entitlement Offer have not been and will not be registered under the Securities Act or the securities laws of any state or other jurisdiction of the United States and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. Persons absent registration or in a transaction exempt from or not subject to the registration requirements of the Securities Act.