Alkane Resources — Capital/Financing Update 2019

Dec 4, 2019

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ALKAN E RESOURCES L TD A B N 3 5 0 0 0 6 8 9 2 1 6

5 December 2019

Company Announcement Office Australian Securities Exchange Level 6, 20 Bridge Street SYDNEY NSW 2000

By Electronic Lodgement

Dear Sir/Madam

ALKANE RESOURCES LIMITED – NOTICE UNDER SECTION 708A(5)(e) OF THE CORPORATIONS ACT

On 28 November 2019, Alkane Resources Limited (ACN 000 689 216) (ASX:ALK)( Company ) announced its intention to undertake an equity raising via an institutional placement of ordinary shares in the Company ( Shares ) at $0.55 per Share to raise $20,000,000 (before costs) ( Placement ) and a pro rata non-renounceable rights issue to eligible shareholders of the Company ( Shareholders ) on the basis of one (1) new Share for every eight (8) existing Shares held by Shareholders on the record date of 3 December 2019 at an issue price of $0.55 per new Share to raise up to $34,794,115 (before costs).

On the date of this notice, the Company allotted and issued the first tranche under the Placement totalling 27,761,364 Shares ( Tranche 1 Shares ) to institutional and sophisticated investors.

Tranche 2 of the Placement is subject to Shareholder approval at a general meeting of the Company to be held on 7 January 2020.

An Appendix 3B in respect of the Tranche 1 Shares is attached to this notice.

Secondary Trading Exemption

The Corporations Act 2001 (Cth) ( Act ) restricts the on-sale of securities without disclosure, unless the sale is exempt under the Sections 708 or 708A of the Act. By the Company giving this notice, sale of the Tranche 1 Shares will fall within the exemption offered by Section 708A(5)(e) of the Act.

The Company hereby notifies ASX under Section 708A(5)(e) of the Act that:

• (a) the Company issued the Tranche 1 Shares without disclosure under Part 6D.2 of the Act;

• (b) as at the date of this notice, the Company has complied with:

• (i) the provisions of Chapter 2M of the Act as they apply to the Company; and

• (ii) Section 674 of the Act; and

Ground Floor, 89 Burswood Road, Burswood WA 6100, AUSTRALIA (PO Box 4384, Victoria Park WA 6979, AUSTRALIA) Telephone: +61 8 9227 5677 Facsimile: +61 8 9227 8178 www.alkane.com.au mail@alkane.com.au

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• (c) as at the date of this notice, there is no information to be disclosed which is excluded information (as defined in Section 708A(7) of the Act) that is reasonable for investors and their professional advisers to expect to find in a disclosure document.

Yours faithfully Dennis Wilkins Company Secretary ALKANE RESOURCES LIMITED

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

Name of entity

Alkane Resources Ltd

ABN

35 000 689 216

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 2 Number of+securities issued or to be issued (if known) or maximum number which may be issued 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 (Shares, ALK)
	27,761,364
	Fully paid ordinary shares (ALK)

• See chapter 19 for defined terms.

Appendix 3B Page 1

01/08/2012

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 5 Issue price or consideration 6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets) 6a Is the entity an+eligible entity that has obtained security holder approval under rule 7.1A? If Yes, complete sections 6b – 6h_in_ relation to the+securities the subject of this Appendix 3B, and comply with section 6i 6b The date the security holder resolution under rule 7.1A was passed 6c Number of +securities issued without security holder approval under rule 7.1 6d Number of+securities issued with security holder approval under rule 7.1A 6e Number of+securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting) 6f Number of securities issued under an exception in rule 7.2	Yes
	$0.55 per share.
	Placement to be applied to the Tomingley drilling and underground development, Boda and regional drilling, underground equipment, land purchases and the Company’s ongoing working capital requirements.
	No
	Not applicable
	Not applicable
	Not applicable
	Not applicable
	Not applicable

• See chapter 19 for defined terms.

Appendix 3B Page 2

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Appendix 3B New issue announcement

6g If securities issued under rule 7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the issue date and both values. Include the source of the VWAP calculation. Not applicable 6h If securities were issued under rule 7.1A for non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements Not applicable 6i Calculate the entity’s remaining issue capacity under rule 7.1 and rule 7.1A – complete Annexure 1 and release to ASX Market Announcements Not applicable 7 Dates of entering+securities into uncertificated holdings or despatch of certificates 5 December 2019 Number +Class 8 Number and+class of all+securities quoted on ASX (_including_the securities in section 2 if applicable) 533,857,586 Fully paid ordinary shares (ALK) Number +Class 9 Number and+class of all +securities not quoted on ASX (_including_the securities in section 2 if applicable) 10,236,883 8,239,178 3,853,701 Employee Performance Rights LTI FY 2018 Employee Performance Rights LTI FY 2019 Employee Performance Rights LTI FY 2020 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests) Same distribution entitlements as existing Shares	6g If securities issued under rule 7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the issue date and both values. Include the source of the VWAP calculation. Not applicable 6h If securities were issued under rule 7.1A for non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements Not applicable 6i Calculate the entity’s remaining issue capacity under rule 7.1 and rule 7.1A – complete Annexure 1 and release to ASX Market Announcements Not applicable 7 Dates of entering+securities into uncertificated holdings or despatch of certificates 5 December 2019 Number +Class 8 Number and+class of all+securities quoted on ASX (_including_the securities in section 2 if applicable) 533,857,586 Fully paid ordinary shares (ALK) Number +Class 9 Number and+class of all +securities not quoted on ASX (_including_the securities in section 2 if applicable) 10,236,883 8,239,178 3,853,701 Employee Performance Rights LTI FY 2018 Employee Performance Rights LTI FY 2019 Employee Performance Rights LTI FY 2020 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests) Same distribution entitlements as existing Shares	6g If securities issued under rule 7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the issue date and both values. Include the source of the VWAP calculation. Not applicable 6h If securities were issued under rule 7.1A for non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements Not applicable 6i Calculate the entity’s remaining issue capacity under rule 7.1 and rule 7.1A – complete Annexure 1 and release to ASX Market Announcements Not applicable 7 Dates of entering+securities into uncertificated holdings or despatch of certificates 5 December 2019 Number +Class 8 Number and+class of all+securities quoted on ASX (_including_the securities in section 2 if applicable) 533,857,586 Fully paid ordinary shares (ALK) Number +Class 9 Number and+class of all +securities not quoted on ASX (_including_the securities in section 2 if applicable) 10,236,883 8,239,178 3,853,701 Employee Performance Rights LTI FY 2018 Employee Performance Rights LTI FY 2019 Employee Performance Rights LTI FY 2020 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests) Same distribution entitlements as existing Shares
	Number	+Class
	10,236,883 8,239,178 3,853,701	Employee Performance Rights LTI FY 2018 Employee Performance Rights LTI FY 2019 Employee Performance Rights LTI FY 2020
	Same distribution entitlements as existing Shares

Part 2 – DELETED – NOT APPLICABLE

• See chapter 19 for defined terms.

Appendix 3B Page 3

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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 setting out the number of holders in the categories[+][securities are ][+][equity securities, a distribution schedule of the additional ] 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 ]

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

• See chapter 19 for defined terms.

Appendix 3B Page 4

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Appendix 3B New issue announcement

• 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.

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Sign here: Date: 5 December 2019 (Company Secretary)

Print name: Dennis Wilkins

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• See chapter 19 for defined terms.

Appendix 3B Page 5

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Appendix 3B New issue announcement

Appendix 3B – Annexure 1

Calculation of placement capacity under rule 7.1 and rule 7.1A for eligible entities

Introduced 01/08/12 Amended 04/03/13

deleted – not applicable

• See chapter 19 for defined terms.

Appendix 3B Page 6

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