Mr. Abdel Badwi reports

TAG OIL ANNOUNCES CLOSING OF $11.5 MILLION OFFERING, INCLUDING FULL EXERCISE OF THE OVER-ALLOTMENT OPTION, TO ADVANCE UNCONVENTIONAL DEVELOPMENT ACTIVITIES ON ITS LARGE OIL-IN-PLACE RESOURCE PLAY AT BED-1 AND SERQ CONCESSIONS, EGYPT

TAG Oil Ltd. has closed its previously announced brokered, best effort offering of units of the company at a price of 10 cents per unit for aggregate gross proceeds of $11.5-million, including the full exercise of the overallotment option. The offerings (as defined herein) were led by Research Capital Corp. as the lead agent and sole bookrunner, on behalf of a syndicate of agents. The offerings consisted of:

• $5.64-million of units, issued on a prospectus-exempt basis pursuant to the listed issuer financing exemption set out in Part 5A of National Instrument 45-106 (Prospectus Exemptions) and CSA Coordinated Blanket Order 45-935 (Exemptions from Certain Conditions of the Listed Issuer Financing Exemption) under applicable Canadian securities laws; and
• $5.86-million of units, issued under a private placement pursuant to applicable prospectus exemptions in accordance with NI 45-106.

Each unit consists of one common share of the company and one common share purchase warrant. Each warrant entitles the holder thereof to purchase one common share at an exercise price of 13 cents per common share until Feb. 18, 2030.

The company intends to use the net proceeds of the offerings to advance appraisal and development activities at both the Badr oil field (BED-1) and the southeastern Ras Qattara concessions in the Western Desert, Egypt, and for working capital and general corporate purposes. Activities to be advanced with the financing proceeds include: (a) the drilling of a new vertical delineation well at BED-1 in the unconventional Abu Roash F resource play targeting lighter-gravity crude in a high-intensity natural fractured area; and (b) performing a diagnostic fracture injectivity test in an existing wellbore to evaluate the ARF potential at the SERQ concession. In connection with the upsize, TAG also plans to drill an additional well on the SERQ concession to advance the unconventional resource play, alongside the drilling of the already planned vertical delineation well at BED-1.

The units issued pursuant to the LIFE offering are not subject to a statutory hold period. The units issued pursuant to the private placement offering are subject to a hold period in Canada expiring on June 19, 2026.

Certain insiders of the company (within the meaning of the rules and policies of the TSX Venture Exchange) have acquired an aggregate of 4.5 million units of the company in connection with the offering. The insiders' participation in the offering therefore constitutes a related-party transaction within the meaning of TSX-V Policy 5.9 and Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions). The company is relying on exemptions from the formal valuation and minority securityholder approval requirements of the related-party rules set out in sections 5.5(a) and 5.7(a) of MI 61-101 as the fair market value of the subject matter of the offerings does not exceed 25 per cent of the market capitalization of the company. The company did not file a material change report more than 21 days before the closing of the offerings as the details of the offerings and the participation therein by each related party of the company were not settled until shortly prior to the closing of the offerings, and the company wished to close the offerings on an expedited basis for sound business reasons.

The offerings remain subject to final approval of the TSX-V.

In connection with the offerings, the company paid to the agents a cash commission of $704,320 and issued to the agents 7,043,200 broker warrants. Each broker warrant is exercisable to acquire one unit at a price of 10 cents per unit until Feb. 18, 2030. In addition, the company paid an advisory fee of $98,500 plus tax and issued 985,000 advisory warrants of the company on the same terms as the broker warrants. The company also paid the agents a corporate finance advisory fee consisting of 750,000 units.

About TAG Oil Ltd.

TAG Oil is a Canadian-based international oil and gas exploration company with a focus on operations and opportunities in the Middle East and North Africa.

We seek Safe Harbor.