Completion of XCD Acquisition and Issue of Equity

17 August 2020

88 ENERGY LIMITED

Completion of Compulsory Acquisition of XCD Energy Limited

and Issue of Equity

88 Energy Limited ("88E" or the "Company") confirms that it has issued a final tranche of 132,691,263 fully paid ordinary shares (the "New Ordinary Shares") in the Company in relation to the recommended off-market takeover offers (the "Offers") for all of the ordinary shares and listed options in XCD Energy Limited (ASX: XCD) ("XCD Energy"). The New Ordinary Shares have been issued in respect of further acceptances of the Offers received prior to 7.00 p.m. on 10 August 2020.

The Company is pleased to confirm that it has completed that acquisition of all the outstanding ordinary shares and listed options in XCD Energy in accordance with the compulsory acquisition process and now owns 100 per cent. of the share capital of XCD Energy.

The Company has also issued 25,437,763 fully paid ordinary shares at an issue price of A$0.0059 in lieu of cash fees for services provided by Longreach Capital Pty Ltd in connection with the Offers for XCD Energy, and a further 15,000,000 fully paid ordinary shares at an issue price of A$0.005, in lieu of cash fees for services provided to 88E, (together, the "Fee Shares").

Application has been made for admission of the New Ordinary Shares and the Fee Shares to be admitted to trading on AIM on 18 August 2020. Following the issue of the New Ordinary Shares and the Fee Shares, which rank pari passu to the existing ordinary shares in the Company, the Company has 8,935,638,049 ordinary shares in issue, all of which have voting rights.

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