08/02/2012 | Press release

Conversion of Convertible Notes

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2 August 2012

Jupiter Energy Limited ("Jupiter" or the "Company") CONVERSION OF CONVERTIBLE NOTES

The Board of Jupiter Energy Limited, the Kazakhstan-focused oil exploration and production company, quoted on AIM ("JPRL") and ASX ("JPR"), is pleased to announce that the $US3.45m of convertible notes held by Soyuzneftegas Capital Limited ("SNG") have today been converted into ordinary shares in the capital of the Company ("Ordinary Shares").

Please find attached an Appendix 3B covering the issue of 8,215,000 Ordinary Shares which have been allotted. Pursuant to the conversion, (the "Conversion Shares") under the terms of the Convertible Notes, SNG had the right to elect to convert the notes at the same issue price as the recent Rights Issue. The conversion price of the notes was therefore $A0.40 and the issue of 8,215,000 shares satisfies the full $US3.45m due.

Shareholder approval for the issue of a maximum of 8,215,000 Ordinary Shares was granted at a General Meeting held on 14 May 2012. Approval from the Kazakh government to issue 8,215,000 shares was obtained on 21 June 2012.

Application will be made for the admission of the Conversion Shares to trading on both the ASX and the AIM Market of the London Stock Exchange and it is expected that admission will occur and dealing will commence in the Conversion Shares on 9 August

2012. The Conversion Shares will rank pari passu with the existing Ordinary Shares currently trading on the ASX and AIM.

The total number of Ordinary Shares on issue is now 153,377,693, post the allotment of the Conversion Shares.

ENDS Enquiries:

Jupiter Energy (+61 89 322 8222)

Geoff Gander (geoff@jupiterenergy.com)

About the Company:

Jupiter Energy Limited is an oil exploration and production company, quoted on both the AIM and ASX markets. The Company is focused on developing its onshore assets in western Kazakhstan. In 2008 the Company acquired 100 per cent of the Block 31 permit, located in the oil-rich Mangistau Basin, close to the port city of Aktau.

Jupiter Energy has a proven in-country management team, led by an experienced, international Board, together possessing the skills, knowledge, network and attention to detail needed to operate successfully in Kazakhstan. The forward plan will see Jupiter Energy develop a group facility on site to process, store and ship oil. This surface infrastructure is a key element in moving to licensed production and the achievement of self-funding.

Appendix 3B New issue announcement

Appendix 3B

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

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 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003.

Name of entity

Jupiter Energy Limited

ABN

65 084 918 481

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

1 +Class of +securities issued or to be issued

Fully paid ordinary shares

2 Number of +securities issued or to be issued (if known) or maximum number which may be issued

8,215,000

3 Principal terms of the +securities (eg, if options, exercise price and expiry date; if partly paid

+securities, the amount outstanding and due dates for payment; if

+convertible securities, the conversion price and dates for

conversion)

Fully paid ordinary shares

+ See chapter 19 for defined terms.

1/1/2003 Appendix 3B Page 1

Appendix 3B

New issue announcement

4 Do the +securities rank equally in all respects from the date of allotment with an existing +class of quoted +securities?
If the additional securities do not rank equally, please state:
 the date from which they do
 the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment
 the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment

Yes

5 Issue price or consideration 40 cents
6 Purpose of the issue
(If issued as consideration for the acquisition of assets, clearly identify those assets)

Conversion of convertible notes

7 Dates of entering +securities into uncertificated holdings or despatch of certificates

2 August 2012

8 Number and +class of all
+securities quoted on ASX (including the securities in clause
2 if applicable)

+ See chapter 19 for defined terms.

Appendix 3B Page 2 1/1/2003

9 Number and +class of all
+securities not quoted on ASX (including the securities in clause
2 if applicable)

Appendix 3B New issue announcement

10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)

No stated policy

Part 2 - Bonus issue or pro rata issue

11 Is security holder approval required?

12 Is the issue renounceable or non- renounceable?

13 Ratio in which the +securities will be offered

14 +Class of +securities to which the offer relates

15 +Record date to determine entitlements

16 Will holdings on different registers (or subregisters) be aggregated for calculating entitlements?

17 Policy for deciding entitlements in relation to fractions

+ See chapter 19 for defined terms.

1/1/2003 Appendix 3B Page 3

Appendix 3B

New issue announcement

18 Names of countries in which the entity has +security holders who will not be sent new issue documents

Note: Security holders must be told how their entitlements are to be dealt with.

Cross reference: rule 7.7.

19 Closing date for receipt of acceptances or renunciations
20 Names of any underwriters

21 Amount of any underwriting fee or commission
22 Names of any brokers to the issue

23 Fee or commission payable to the broker to the issue

24 Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of +security holders

25 If the issue is contingent on

+security holders' approval, the date of the meeting

26 Date entitlement and acceptance form and prospectus or Product Disclosure Statement will be sent to persons entitled

27 If the entity has issued options, and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders

28 Date rights trading will begin (if applicable)

29 Date rights trading will end (if applicable)

30 How do +security holders sell their entitlements in full through a broker?

31 How do +security holders sell part of their entitlements through a broker and accept for the balance?

+ See chapter 19 for defined terms.

Appendix 3B Page 4 1/1/2003

32 How do +security holders dispose of their entitlements (except by sale through a broker)?
33 +Despatch date

Appendix 3B New issue announcement

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

34 Type of securities
(tick one)
(a) Securities described in Part 1
(b) All other securities

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee

incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

35 If the +securities are +equity securities, the names of the 20 largest holders of the additional +securities, and the number and percentage of additional +securities held by those holders

36 If the +securities are +equity securities, a distribution schedule of the additional

+securities setting out the number of holders in the categories

1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 and over
37 A copy of any trust deed for the additional +securities

+ See chapter 19 for defined terms.

1/1/2003 Appendix 3B Page 5

Appendix 3B

New issue announcement

Entities that have ticked box 34(b)

38 Number of securities for which

+quotation is sought

39 Class of +securities for which quotation is sought

40 Do the +securities rank equally in all respects from the date of allotment with an existing +class of quoted

+securities?

If the additional securities do not rank equally, please state:
 the date from which they do
 the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment
 the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment

41 Reason for request for quotation now

Example: In the case of restricted securities, end of restriction period

(if issued upon conversion of another security, clearly identify that other security)
42 Number and +class of all +securities quoted on ASX (including the securities in clause 38)

+ See chapter 19 for defined terms.

Appendix 3B Page 6 1/1/2003

Quotation agreement

Appendix 3B New issue announcement

1 +Quotation of our additional +securities is in ASX's absolute discretion. ASX may quote the +securities on any conditions it decides.

2 We warrant the following to ASX.

 The issue of the +securities to be quoted complies with the law and is not for an illegal purpose.

 There is no reason why those +securities should not be granted +quotation.

 An offer of the +securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

 Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any +securities to be quoted and that no-one has any right to return any +securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the +securities be quoted.

 We warrant that if confirmation is required under section 1017F of the Corporations Act in relation to the +securities to be quoted, it has been provided at the time that we request that the +securities be quoted.

 If we are a trust, we warrant that no person has the right to return the

+securities to be quoted under section 1019B of the Corporations Act at the time that we request that the +securities be quoted.

3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.

4 We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before +quotation of the +securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

Sign here: Date: 2 August 2012 (Director / Company Secretary)

Print name: Scott Mison

== == == == ==

+ See chapter 19 for defined terms.

1/1/2003 Appendix 3B Page 7

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