Alkane Resources — Proxy Solicitation & Information Statement 2020

Jun 16, 2020

ASX and MEDIA RELEASE

17 June 2020

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EXTRAORDINARY GENERAL MEETING FOR DEMERGER TO BE HELD ON 16 JULY 2020 AT 10:00AM (AWST)

Dear Shareholder,

As announced to the ASX on 20 May 2020, the Alkane board has resolved to progress with the Demerger transaction to separately list Australian Strategic Materials Limited ( ASM ) on the Australian Securities Exchange ( ASX ), subject to shareholder approval and ASX approval for listing. The Demerger Booklet was released to the ASX today, along with the notice of meeting for an extraordinary general meeting ( EGM ) of the shareholders of Alkane Resources Limited ( Company ) (ASX: ALK ) to be held on Thursday, 16 July 2020 at 10:00am (AWST). You are invited to vote at this EGM, where shareholder approval for the Demerger will be sought. The EGM will give shareholders of the Company an opportunity to ask questions of your Directors and to vote on the Demerger Resolution and Early Vesting Resolution as set out in the notice of meeting. Details for how to access the notice of meeting and accompany meeting materials are set out below and are also available on the Alkane website (www.alkane.com.au/demerger/).

Extraordinary General Meeting to be held via virtual online platform

Due to the coronavirus pandemic and related issues, the meeting will be held virtually through an online portal hosted by Lumi AGM. A copy of the Online Meeting Guide ( Guide ) that gives full details of how to participate in the meeting and vote is available for download from the Company’s website, http://www.alkane.com.au/demerger/ and has been published separately on the Company’s ASX market announcements page. This Guide explains how you ensure your browser is compatible with the online platform, as well as a step-by-step guide to successfully log in and navigate the site.

Access to Demerger Booklet and meeting materials

In accordance with section 5(1)(f) of the Corporations (Coronavirus Economic Response) Determination (No. 1) 2020 made by the Commonwealth Treasurer on 5 May 2020, the notice of meeting, accompanying explanatory statement including the Demerger Booklet, proxy form, Guide and annexures (the Meeting Materials ) are being made available to shareholders electronically. This means that:

• You are able to access the Meeting Materials online at the Company’s website, http://www.alkane.com.au/demerger/

: NIC EARNER, MANAGING DIRECTOR, ALKANE RESOURCES LTD, TEL +61 8 9227 5677

CONTACT INVESTORS MEDIA

: NATALIE CHAPMAN, CORPORATE COMMUNICATIONS MANAGER, TEL +61 418 642 556

: JOHN GARDNER, CITADEL-MAGNUS, TEL +61 413 355 997 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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• A complete copy of the Meeting Materials has been posted on the Company’s ASX market announcements page which can be accessed using the following link https://www.asx.com.au/asx/share-price-research/company/ALK.

• If you have nominated an email address and have elected to receive electronic communications from the Company, you will also receive an email to your nominated email address with a link to an electronic copy of the Meeting Materials and the proxy form.

• If you wish to receive a paper copy of the Meeting Materials, please contact the Alkane Shareholder Information Line on 08 9227 5677 or email the Company at info@alkane.com.au and we will mail one to you. Please remember to provide your name, address, contact phone number.

The Demerger Booklet is an important document which sets out in detail relevant information about the Demerger transaction for shareholders to consider when deciding how to vote at the EGM. Shareholders are encouraged to read it carefully.

In order to be able to receive electronic communications from the Company in the future, please update - your shareholder details online at https://www.advancedshare.com.au/Investor Login and log in with your unique shareholder identification number and postcode (or country for overseas residents). Once logged in you can lodge your proxy vote online by clicking on the “Vote lodgement” tab.

As a valued shareholder in the Company, we look forward to your participation in the meeting. If you prefer not to vote online, please print a copy the proxy form, complete and return to the Company’s share registry, Advanced Share Registry by email at admin@advancedshare.com.au prior to 10:00 am on 14 July 2020. Should you have any queries regarding you holding, or the upcoming Alkane EGM, please contact the Alkane Shareholder Information Line on 08 9227 5677 or email the Company at info@alkane.com.au.

This document has been authorised for release to the market by Dennis Wilkins, Company Secretary. ABOUT ALKANE ‐ www.alkane.com.au ‐ ASX: ALK

Alkane is a gold production company with a multi‐commodity exploration and development portfolio. Alkane’s projects are predominantly in the Central West region of NSW, but extend throughout Australia through investments in other gold exploration and mining companies.

Alkane’s gold production is from the Tomingley Gold Operations (TGO) which has been operating since early 2014 and it’s most advanced gold exploration projects are in the 100% Alkane owned tenement area between TGO and Peak Hill and have the potential for sourcing additional ore for TGO.

Alkane has other 100% owned exploration tenements in the Central West NSW prospective for gold and copper. The recently announced significant porphyry gold-copper mineralisation intersected at Boda is an example of this potential.

Alkane’s largest non‐gold project is the Dubbo Project (DP), a large in-ground resource of zirconium, hafnium, niobium, yttrium and rare earth elements. As it is an advanced polymetallic project outside China, it is a potential strategic and independent supply of critical minerals for a range of sustainable technologies and future industries. The DP is development ready, subject to financing, with the mineral deposit and surrounding land acquired and all major State and Federal approvals in place.

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Alkane Resources Ltd – Demerger Shareholder Letter

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Alkane Resources Limited

EGM

Frequently Asked Questions

1. If restrictions on physical gatherings are lifted, can I attend the EGM in person?

No, all Shareholders and Proxyholders who wish to participate in the EGM must do so virtually via the Online Portal.

2. What do I need to do before the day of the EGM?

If you wish to participate in the EGM, please read the Online Meeting Guide ( Guide ) in advance. A copy of the Guide is attached.

Prior to the EGM, please check that you have a desktop or mobile/tablet device with internet access. You will also need to ensure that you have the latest version of your internet browser installed on the device you will use be using to attend the EGM.

3. How do I register for the EGM?

You must log into the Online Portal at https://web.lumiagm.com/350099625 or via the “Lumi AGM” app available for download to your mobile device. For further details please refer to the Guide.

4. I can’t log into the Online Portal. What do I do?

Please call the following numbers:

• For your log in credentials: Advanced Share Registry on +61 8 9389 8033

• For general enquiries and Online Portal enquiries: The Alkane Shareholder Information Line on +61 8 9227 5677.

5. What if I am disconnected from the Online Portal during the EGM?

You can log back into the Online Portal using the following steps outlined in the Guide.

Alternatively, please call the enquiry telephone numbers set out above.

6. I don’t have a (reliable) internet connection – what are my options?

You will need to have a reliable internet connection to participate in the EGM via the EGM Online Portal.

If you do not have an internet connection, or are concerned about its reliability, we encourage you to submit your online vote or proxy appointment, as well as any questions you would like to ask, prior to the EGM.

Further details on how you can do this, including relevant deadlines, are set out in the relevant questions below/above.

7. Can I participate in the EGM by telephone?

No. The only way to participate is via the Online Portal.

8. Can I vote prior to the EGM?

No.

9. Can I vote during to the EGM?

Yes, you can vote during the EGM via the Online Portal.

Once you have logged into the Online Portal simply select your voting direction from the options shown on screen. The Chairman will enable voting at the beginning of the meeting.

For detailed instructions, please refer to the Guide.

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10. Can I appoint a proxy to vote for me?

You can appoint a proxy to vote on your behalf but must do so prior to the EGM. You can appoint a proxy either online or in writing using the Proxy Form. Refer to the Proxy Form for more detailed instructions.

To be effective, proxy appointments must be received by 10.00am (AWST) on 14 July 2020 .

11. Can I ask questions prior to the EGM?

Yes. You can ask questions prior to the EGM by completing the Shareholder Question Form and submitting it to the Alkane Shareholder Information email info@alkane.com.au.

12. Can I ask questions during to the EGM?

Yes, you can ask questions during the EGM via the Online Portal.

Further details on asking questions via the Online Portal are set out in the Guide.

13. Can others see me if I participate in the EGM via the Online Portal?

No.

14. What if I lose connection with the Online Portal and miss my opportunity to ask a question or vote?

You will need to be logged in to the Online Portal in order to ask questions and vote at the EGM. If you lose connection with the Online Portal you may miss your opportunity to vote or ask a question.

15. When will voting be closed?

Online voting will remain open for 10 minutes after the close of the meeting.

16. Will there be another opportunity to meet the Board and Management?

Subject to the relaxation of restrictions on physical gatherings, Alkane will conduct it’s Annual General Meeting and investor briefings in the customary physical format in late November 2020. Shareholders will have the opportunity to meet the Board and Management at those meetings.

17. How do I watch a recording after the EGM?

A link which will allow you to watch a recording of the EGM will be posted on the Alkane website (https://www.alkane.com.au/demerger) shortly after the EGM.

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ONLINE MEETING GUIDE

Attending the EGM electronically

To participate online, you will be able to view a live webcast of the meeting, ask questions and submit your votes in real time. To access the meeting either

Visit https://web.lumiagm.com/ 350099625 on your smartphone, tablet or computer. You will need the latest versions of Chrome, Safari, Edge or Firefox. Please ensure your browser is compatible

or

Download the Lumi AGM app from the Apple App or Google Play Stores by searching for Lumi AGM.

Meeting ID: 350-099-625 To login you must have your shareholder number and postcode You will be able to log into the site from 09:45am, 16th July 2020.

Using the “Lumi AGM” app:

CREDENTIALS

ACCESS

Once you have navigated to the meeting, via either the app or web page.

You will then be required to enter your: a) Shareholder Number; and b) Postcode.

Or, if you have been appointed as a proxy, you will need to obtain your login credentials from the registrar by calling +61 8 9389 8033

To register as a shareholder, select ‘ I am a shareholder/proxy ’ and enter your username and password.

If you are a visitor, select ‘ I am a guest ’

As a guest, you will be prompted to complete all the relevant fields including, first name, last name and email address.

Please note, visitors will not be able to ask questions or vote at the meeting.

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NAVIGATION

VOTING

When successfully authenticated, the info screen will be displayed. You can view company information, ask questions and watch the webcast.

If you would like to watch the webcast press the broadcast icon at the bottom of the screen.

The chairman will open voting on all resolutions at the start of the meeting. Once the voting has opened, the polling icon will appear on the navigation bar at the top of the screen. From here, the resolutions and voting choices will be displayed.

If viewing on a computer the webcast will appear at the side automatically once the meeting has started.

VOTING

VOTING

To vote, simply select your voting direction from the options shown on screen. A confirmation message will appear to show your vote has been received. For - Vote received

To change your vote, simply select another direction.

Voting can be performed at anytime during the meeting until the chairman closes the polling on the resolutions.

You will still be able to send messages and view the webcast whilst the poll is open.

If you wish to cancel your vote, please press Cancel.

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QUESTIONS

QUESTIONS

Any shareholder or appointed proxy is eligible to ask questions.

Click in the box marked ‘Ask a question’ and type your message.

If you would like to ask a question, select the messaging icon

Messages can be submitted at any time during the Q&A session up until the Chairman closes the session.

Once you are happy with your message click the submit button.

Questions sent via the Lumi AGM online platform will be moderated before being sent to the chairman. This is to avoid repetition and remove any inappropriate language.

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web.lumiagm.com

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Remote entry to the Extraordinary General Meeting will open at 9:45 am AWST, 16 July 2020.

Meeting ID: 350-099-625

To log in, you must have the following information:

Australian Residents

Username (SRN or HIN) and Password (postcode of your registered address)

Overseas Residents

Username (SRN or HIN) and Password (threecharacter country code) e.g. Papua New Guinea - PNG; United Kingdom - GBR; United States of America - USA; Canada - CAN. A full list is provided at the end of this guide.

Appointed Proxy

To receive your username and password, please contact Advanced Share Registry on +61 8 9389 8033 between 8.30am to 5.00pm (AWST) Monday to Friday.

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COUNTRY CODES

Select your country code from the list below and enter it into the password field.

ABW ARUBA AFG AFGHANISTAN AGO ANGOLA AIA ANGUILLA ALA ALAND ISLANDS ALB ALBANIA AND ANDORRA ANT NETHERLANDS ANTILLES ARE UNITED ARAB EMIRATES ARG ARGENTINA ARM ARMENIA ASM AMERICAN SAMOA ATA ANTARCTICA ATF FRENCH SOUTHERN TERRITORIES ATG ANTIGUA AND BARBUDA AUS AUSTRALIA BGD BANGLADESH BGR BULGARIA BHR BAHRAIN BHS BAHAMAS BIH BOSNIA & HERZEGOVINA BLM ST BARTHELEMY BLR BELARUS BLZ BELIZE BMU BERMUDA BOL BOLIVIA BRA BRAZIL BRB BARBADOS BRN BRUNEI DARUSSALAM BTN BHUTAN BUR BURMA BVT BOUVET ISLAND BWA BOTSWANA CAF CENTRAL AFRICAN REPUBLIC CAN CANADA CCK COCOS (KEELING) ISLANDS CHE SWITZERLAND CHL CHILE CPV CAPE VERDE CRI COSTA RICA CUB CUBA CXR CHRISTMAS ISLAND CYM CAYMAN ISLANDS CYP CYPRUS CZE CZECH REPUBLIC DEU GERMANY DJI DJIBOUTI DMA DOMINICA DNK DENMARK DOM DOMINICAN REPUBLIC DZA ALGERIA ECU ECUADOR EGY EGYPT ERI ERITREA ESH WESTERN SAHARA ESP SPAIN EST ESTONIA ETH ETHIOPIA FSM MICRONESIA GAB GABON GBR UNITED KINGDOM GEO GEORGIA GGY GUERNSEY GHA GHANA

GIB GIBRALTAR GIN GUINEA GLP GUADELOUPE GMB GAMBIA GNB GUINEA-BISSAU GNQ EQUATORIAL GUINEA GRC GREECE GRD GRENADA GRL GREENLAND GTM GUATEMALA GUF FRENCH GUIANA GUM GUAM GUY GUYANA HKG HONG KONG HMD HEARD AND MCDONALD ISLANDS HND HONDURAS HRV CROATIA HTI HAITI HUN HUNGARY ISM BRITISH ISLES ISR ISRAEL ITA ITALY JAM JAMAICA JEY JERSEY JOR JORDAN JPN JAPAN KAZ KAZAKHSTAN KEN KENYA KGZ KYRGYZSTAN KHM CAMBODIA KIR KIRIBATI KNA ST KITTS AND NEVIS KOR KOREA REPUBLIC OF KWT KUWAIT LAO LAO PDR LBN LEBANON LBR LIBERIA LBY LIBYAN ARAB JAMAHIRIYA LVA LATVIA MAC MACAO MAF ST MARTIN MAR MOROCCO MCO MONACO MDA MOLDOVA REPUBLIC OF MDG MADAGASCAR MDV MALDIVES MEX MEXICO MHL MARSHALL ISLANDS MKD MACEDONIA FORMER YUGOSLAV REP MLI MALI MLT MALTA MMR MYANMAR MNE MONTENEGRO MNG MONGOLIA MNP NORTHERN MARIANA ISLANDS MOZ MOZAMBIQUE MRT MAURITANIA MSR MONTSERRAT MTQ MARTINIQUE MUS MAURITIUS MWI MALAWI MYS MALAYSIA KINGDOM OF NPL NEPAL NRU NAURU NZL NEW ZEALAND OMN OMAN

PAK PAKISTAN PAN PANAMA PCN PITCAIRN ISLANDS PER PERU PHL PHILIPPINES PLW PALAU PNG PAPUA NEW GUINEA POL POLAND PRI PUERTO RICO PRK KOREA DEM PEOPLES REPUBLIC OF PRT PORTUGAL PRY PARAGUAY PSE PALESTINIAN TERRITORY OCCUPIED PYF FRENCH POLYNESIA SCG SERBIA AND MONTENEGRO SDN SUDAN SEN SENEGAL SGP SINGAPORE SGS STH GEORGIA & STH SANDWICH ISL SHN ST HELENA SJM SVALBARD & JAN MAYEN SLB SOLOMON ISLANDS SLE SIERRA LEONE SLV EL SALVADOR SMR SAN MARINO SOM SOMALIA SPM ST PIERRE AND MIQUELON SRB SERBIA STP SAO TOME AND PRINCIPE SUR SURINAME SVK SLOVAKIA SVN SLOVENIA SWE SWEDEN SWZ SWAZILAND ISLANDS TKM TURKMENISTAN TLS EAST TIMOR DEMOCRATIC REP OF TMP EAST TIMOR TON TONGA TTO TRINIDAD & TOBAGO TUN TUNISIA TUR TURKEY TUV TUVALU TWN TAIWAN TZA TANZANIA UNITED REPUBLIC OF UGA UGANDA UKR UKRAINE UMI UNITED STATES MINOR OUTLYING URY URUGUAY USA UNITED STATES OF AMERICA UZB UZBEKISTAN VIR US VIRGIN ISLANDS VNM VIETNAM VUT VANUATU WLF WALLIS AND FUTUNA WSM SAMOA YEM YEMEN YMD YEMEN DEMOCRATIC YUG YUGOSLAVIA SOCIALIST FED REP ZAF SOUTH AFRICA

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QUESTION FORM

Full Name(s) of Registered Holding

All correspondence to:

BY MAIL Alkane Resources Limited PO Box 4384 VICTORIA PARK WA 6979

BY EMAIL info@alkane.com.au

Account Designation (if applicable)

BY HAND Alkane Resources Limited 89 Burswood Road BURSWOOD WA 6100

Registered Address

ALL ENQUIRIES TO Telephone: +61 8 9227 5677

Postcode

Shareholder Reference Number (SRN)(SRN)SRN))

Shareholder Reference Number (SRN)(SRN)SRN)) Holder Identification Number (HIN) I O X R

Please use this form to submit any questions to the Alkane EGM. Your questions should relate to matters that are relevant to the business of the meeting, as outlined in the Notice of Meeting.

This question form must be returned by 15 July 2020.

During the course of the meeting, the Chairman will endeavour to address the most frequently raised shareholder questions. However, there may not be sufficient time available to address all questions raised.

Please note that written responses will not be sent.

My question relates to (please CIRCLE the most appropriate resolution)

1. DEMERGER RESOLUTION

2. EARLY VESTING RESOLUTION