ADMIRALTY RESOURCES NL. — Capital/Financing Update 2012

May 6, 2012

ASX ANNOUNCEMENT Date: 7 May 2012

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Allotment of Shares Pro-rata Non-Renounceable Rights Offer

Admiralty Resources NL (ASX: ADY) (“Admiralty”) advises that 59,415,507 fully paid ordinary shares have been allotted at an issue price of 4.5 cents per share, raising $2,273,698.

The shares were allotted as a result of applications received in respect of the pro-rata nonrenounceable rights offer and shortfall offer which closed on Tuesday, 1 May 2012.

Attached is an Appendix 3B – Application for quotation of additional securities, updated top 20 shareholders and distribution schedule.

The Company expects to complete the allotment of the shortfall shares in respect of the Underwriting Agreement by Friday, 11 May 2012.

Yours faithfully,

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Patrick Rossi Company Secretary

About Admiralty Resources NL

Admiralty Resources NL is a public diversified mineral exploration company listed in the Australian Securities Exchange (ASX: ADY) with mineral interests in Chile and in Australia.

Admiralty’s flagship projects are the iron ore districts in Chile: Harper South (2,498 Ha) and Pampa Tololo (3,455 Ha) and Leo Sur (600 Ha).

The districts are located in prime locations, with close and easy access to the Panamerican Highway (a major route), a railway line and operating shipping ports.

Admiralty’s projects in Australia are the Bulman project, a zinc and lead prospect located in the Northern Territory and the Pyke Hill project, a cobalt and lead project in which Admiralty owns 50% of the mining lease.

Admiralty Resources NL ABN 74 010 195 972 Tel: +61 3 9620 7144 | Fax: +61 3 8677 6949 Registered in Australia Email: investors@ady.com.au Registered Office: Level 16, 379 Collins Street, Melbourne Victoria 3000 Australia Website: www.ady.com.au

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 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, 24/10/2005.

Name of entity

ADMIRALTY RESOURCES NL

ABN

74 010 195 972

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 Ordinary Shares Fully Paid be issued

2 Number of[+] securities issued or 59,415,507 Ordinary Shares to be issued (if known) or maximum number which may be issued

• 3 Principal terms of the[+] securities Ordinary Shares Fully Paid (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)

• See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 1

Appendix 3B New issue announcement

4 Do the[+] securities rank equally in Yes 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 5 Issue price or consideration $0.045 per share totalling $2,673,698 6 Purpose of the issue Issue of shares under Rights Offer and Shortfall (If issued as consideration for the Offer. acquisition of assets, clearly identify those assets) 7 Dates of entering +securities 7 May 2012 into uncertificated holdings or despatch of certificates Number +Class 8 Number and +class of all 665,934,473 Ordinary Shares +securities quoted on ASX Fully Paid ( including the securities in clause 2 if applicable)

• See chapter 19 for defined terms.

Appendix 3B Page 2

24/10/2005

Appendix 3B New issue announcement

Number +Class 9 Number and +class of all +securities not quoted on ASX ( including the securities in clause 2 if applicable) 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)

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 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	No
	Non-renounceable
	1 New Share for every 5 existing shares held byEligible Shareholder as at the Record Date
	Fully paid ordinary shares
	7.00 pm AEDT on Friday, 30 March 2012
	N/A
	Rounding up
	All countries other than Australia and New Zealand
	Tuesday, 1 May 2012

• See chapter 19 for defined terms.

Appendix 3B Page 3

1/1/2003

Appendix 3B New issue announcement

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?	Sino Investment and Holding Pty Ltd and any sub-underwriters that may be appointed in accordance with the UnderwritingAgreement
	3.5% of the value of the Underwritten Shares (based on the Issue Price)
	N/A
	N/A
	N/A
	N/A
	Wednesday, 4 April 2012
	N/A
	N/A
	N/A
	N/A
	N/A

• See chapter 19 for defined terms.

Appendix 3B Page 4

1/1/2003

Appendix 3B New issue announcement

• 32 How do[+] security holders dispose of their entitlements (except by sale through a broker)?

N/A

• 33 +Despatch date

Wednesday, 9 May 2012

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.

Appendix 3B Page 5

1/1/2003

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)

Number +Class 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

Appendix 3B New issue announcement

Quotation agreement

• 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.

• 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: 07 May 2012 Print name: Patrick Rossi (Company secretary) == == == == ==

• See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 7

Admiralty Resources NL ABN 74 010 195 972

Top 20 Holdings as at 07-05-2012

op 20 Holdings as at 07-05-2012
Security Classes Selected for this Report:
Fully Paid Ordinary Shares
Holder Name	07-05-2012	%
ABN AMRO CLEARING SYDNEY NOMINEES PTY LTD	109,835,677	16.493
SINO INVESTMENT AND HOLDING PTY LTD	86,400,000	12.974
MCNEIL NOMINEES PTY LIMITED	42,779,606	6.424
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED	41,775,598	6.273
PHILLIP SECURITIES (HONG KONG) LTD	37,178,308	5.583
NATIONAL NOMINEES LIMITED	28,286,122	4.248
JP MORGAN NOMINEES AUSTRALIA LIMITED	21,555,954	3.237
MR YONGJIN LUO	7,506,934	1.127
MRS FRANNIE FANG XU WU	4,389,360	0.659
DR RICHARD STUART PARRY & MRS JUDITH NANCY PARRY	4,267,325	0.641
FORTIETH AGENDA PTY LTD	4,100,000	0.616
MR SOON JEUNG YUEN	3,403,000	0.511
CITICORP NOMINEES PTY LIMITED	3,365,262	0.505
MERRILL LYNCH (AUSTRALIA) NOMINEES PTY LIMITED	3,011,480	0.452
MR PETER KENNETH GILMOUR	2,500,000	0.375
MRS SVETLANA LI	2,103,638	0.316
WYUNA-SPARKLING WATERS PTY LTD	2,000,000	0.300
MR CHARLES JOHN LEWIS	1,975,000	0.297
MR WARREN WILLIAM BROWN & MRS MARILYN HELENA BROWN	1,920,000	0.288
MS DUN LEE TAN	1,715,000	0.258
Totals for Top 20	**410,068,264 **	61.578
Total IC	665,934,473

Registry Management Services : Boardroom Pty Limited ABN 14 003 209 836 www.boardroomlimited.com.au

Admiralty Resources NL Analysis of Holdings as at 07-05-2012

Security Classes:

Fully Paid Ordinary Shares

Holdings Ranges	Holders	Total Units	%
1-1,000	1,607	905,025	0.136
1,001-5,000	2,706	7,401,016	1.111
5,001-10,000	1,315	10,152,030	1.524
10,001-100,000	2,643	90,626,337	13.609
100,001-99,999,999,999	542	556,850,065	83.619
Totals	8,813	665,934,473	100.000

Registry Management Services: Boardroom Pty Limited - 14003209836 - www.boardroomlimited.com.au - enquiries@boardroomlimited.com.au