18 May 2016‌‌‌‌‌‌

ASX Limited Exchange Centre 20 Bridge Street

SYDNEY NSW 2000

Dear Sir/Madam

Level 10

60 Waymouth Street

Adelaide SA 5000

Australia

GPO Box 1819

Adelaide SA 5001

Tel (Aust.): +61 8 8100 4900

Fax (Aust.): +61 8 8100 4997

[email protected] www.cooperenergy.com.au

Issue of placement shares, additional information regarding share issue pursuant to placement and Appendix 3B

Cooper Energy Limited (ABN 93 096 170 295) (ASX: COE) (Cooper Energy) is pleased to advise that further to its announcement of 11 May 2016, the issue of 83,436,816 fully paid ordinary shares to qualified institutional and sophisticated investors in Australia and internationally at a price of

$0.22 per share to raise approximately $18.4 million (Placement) has been completed today.

Cooper Energy advises that a total of 33,381,417 shares issued under the Placement were issued under Cooper Energy's 10% placement capacity under ASX Listing Rule 7.1A.

The remaining 50,055,399 shares were issued under Cooper Energy's 15% placement capacity under Listing Rule 7.1.

Disclosures required under Listing Rules 7.1A.4(b) and 3.10.5A

Cooper Energy provides the following information as required under Listing Rules 7.1A.4(b) and 3.10.5A in respect of the shares issued under Cooper Energy's 10% Listing Rule 7.1A placement capacity:

1. The shares issued under Listing Rule 7.1A (together with those issued under Listing Rule 7.1) result in the following dilution to existing holders of ordinary shares:

   Shares	%
   Number of ordinary shares on issue prior to the Placement	333,814,170	80%
   Dilution as a result of issue under Listing Rule 7.1A	33,381,417	8%
   Dilution as a result of issue under Listing Rule 7.1	50,055,399	12%
   Number of ordinary shares on issue following the Placement	417,250,986	100%

2. The percentage of post-Placement shares held (in aggregate) by the following shareholders after the issue of the Placement shares is as follows:

   Shareholder	Shares	%
   Pre-Placement shareholders who did not participate in the Placement	196,554,843	47%
   Pre-Placement shareholders who did participate in the Placement	188,583,037	45%
   Participants in the Placement who were not previously shareholders	32,113,106	8%

3. Cooper Energy issued the shares as a placement under Listing Rule 7.1A to qualified institutional and sophisticated investors in Australia and internationally and not as a pro rata issue or other type of issue in which existing ordinary shareholders would have been eligible to participate because it was of the view that a placement was the most cost- efficient and expedient method available at the time for raising, at an appropriate price, the funds required by Cooper Energy to achieve its objectives. The placement did not expose Cooper Energy to the market volatility that may have been expected over a more protracted capital raising process. Further, as announced by Cooper Energy on 11 May 2016, Cooper Energy will launch a share purchase plan on 20 May 2016 which will give all shareholders an opportunity to acquire additional shares in Cooper Energy and thereby participate in the overall capital raising process.

4. Settlement of the Placement was underwritten by Euroz Securities Limited (Euroz) and Taylor Collison Limited (Taylor Collison) in proportions of 60% by Euroz and 40% by Taylor Collison. Euroz and Taylor Collison also acted as joint lead managers and bookrunners for the Placement. Euroz and Taylor Collison are entitled to receive (in aggregate and in proportion to their underwriting commitments) an underwriting fee of 2% and a management fee of 1.5% of the funds received by Cooper Energy under the Placement. Cooper Energy may also in its discretion pay incentive fees to either or both of Euroz and Taylor Collison of up to 0.5% of the funds raised.

5. Grant Samuel Securities Pty Limited is acting as financial advisor to Cooper Energy in connection with the Placement and will be paid fees of 0.5% of the funds received by Cooper Energy under the Placement.

Please find attached an Appendix 3B notice for the shares issued pursuant to the Placement. Yours sincerely

Alison Evans Company Secretary

Appendix 3B

New issue announcement

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement, application for quotation of additional securities‌

and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX's property and may be made public.

Introduced 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12, 04/03/13

We (the entity) give ASX the following information.

Part 1 - All issues

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