ARDEA RESOURCES LIMITED — Board/Management Information 2018

Apr 2, 2018

==> picture [29 x 842] intentionally omitted <==

==> picture [344 x 44] intentionally omitted <==

Ardea Announces Leadership Transition Brett Clark appointed to lead Ardea through Feasibility and Operations Matt Painter to drive advancement of gold assets

ASX & Media Release

3 April 2018

ASX Symbol

ARL

Ardea Resources Limited (Ardea or the Company) is pleased to announce that Mr Brett Clark has been appointed as Managing Director and CEO to drive the Company’s transition from explorer to operator through its flagship Goongarrie Nickel-Cobalt Project. Current managing director Dr Matt Painter, having successfully delivered the Goongarrie Pre-Feasibility Study, will move to a newlycreated role and focus on developing Ardea’s gold assets.

Ardea Resources Limited

Suite 2, 45 Ord St West Perth WA 6005

PO Box 1433 West Perth WA 6872

Telephone

Mr Clark is a senior executive and engineer with 25 years’ experience in operations, development and funding with corporate and operational expertise in nickel, gold and copper. Mr Clark has held domestic and international project development and operations management roles with WMC Resources, Tethyan Copper, Rio Tinto, Doonbeg Capital and Ernst and Young Corporate. He has extensive expertise as an investment banker in project finance and the capital markets in the US, Asia and the UK. More recently as a board member of a battery minerals company Mr Clark has been at the forefront of battery metals and minerals strategic supply development, achieving preferred supplier status with two major North American automotive manufacturers and suppliers.

+61 8 6244 5136

Email

ardea@ardearesources.com.au

Website

www.ardearesources.com.au

Directors

Katina Law Chair

Dr Painter, the founding Managing Director of Ardea, has stepped down from the board and taken the role of General Manager Gold with the key aim of advancing the Company’s gold and other non-KNP assets. Dr Painter has been pivotal in the establishment of the Company and guiding Ardea through the substantial capital raising activities and the Pre-Feasibility Study (PFS) on the Goongarrie Nickel-Cobalt Project. He will now apply his international and Eastern Goldfields-focused expertise in gold exploration to drive the advancement of Ardea’s portfolio of high-quality gold assets, particularly the 100% owned Mt Zephyr Project in Western Australia.

Brett Clark

Managing Director & CEO

Ian Buchhorn Executive Director

Wayne Bramwell Non-Executive Director

Issued Capital

Fully Paid Ordinary Shares 93,146,021

Ardea Chair Ms Katina Law said:

Unlisted options exercisable at $0.25 12,310,022

“We have had an exceptional first 12 months as a listed company and this leadership transition is part of a well-planned move for our next 12 months and beyond. Matt has done a tremendous job leading and delivering the Goongarrie PFS, building a strong foundation from which we can advance, and will now focus his broad exploration skills on our gold assets.

Unlisted Loyalty options exercisable at $0.77 14,535,834

I am delighted that we have been able to secure someone of Brett’s skill and experience as Managing Director and CEO as we enter this next important phase of development. He brings exceptional expertise to drive the Definitive Feasibility Study and financing stages for Goongarrie.

Directors/Employee Performance Rights 2,990,000

ABN 30 614 289 342

The Board believes these changes to the executive team will be critical to advancing our broad suite and assets and delivering optimum value for our shareholders.”

==> picture [25 x 842] intentionally omitted <==

==> picture [174 x 23] intentionally omitted <==

ABOUT ARDEA RESOURCES

Ardea Resources (“Ardea” – ASX:ARL) is an Australian resources company with an extensive portfolio of nickel, cobalt, gold and zinc assets in Western Australia and New South Wales. Ardea owns 100% of the Kalgoorlie Nickel Project (KNP), a globally significant series of nickel-cobalt laterite deposits which host the largest cobalt resource in the developed world. Ardea is focused on the development of the Goongarrie Nickel Cobalt Project 80km north of Kalgoorlie WA. Ardea has recently released a PFS on this project and has commenced Definitive Feasibility Study programs.

For further information regarding Ardea, please visit www.ardearesources.com.au or contact:

Ardea Resources:

Ms Katina Law Chair, Ardea Resources Limited Tel +61 8 6244 5136

Media or Investor Inquiries:

Michael Weir, Citadel Magnus Tel +61 8 6160 4900

2

==> picture [25 x 842] intentionally omitted <==

==> picture [174 x 23] intentionally omitted <==

Summary of the material terms of Brett Clark’s Executive Services Agreement are set out below:

Commencement Date 3[rd] April 2018

Total Fixed Remuneration (TFR) $380,000 plus superannuation

Short Term Incentive Maximum of 50% of TFR based on short-term incentive criteria assessed annually at the discretion of the Board Long Term Incentive Subject to shareholder approval, the issue of 1,200,000 performance rights to Mr Clark (and/or his nominees) to be issued on the following terms:

Maximum of 50% of TFR based on short-term incentive criteria assessed annually at the discretion of the Board

Tranche	Number	Grant Date	Vesting	Condition	Expiry
			Date
1	400,000	Immediately	Any time	The Company	30/11/2019
		upon	before	announcing the signing of
		shareholder	30/11/2019	a Strategic Partner for the
		approval		Goongarrie Nickel Cobalt
				project
2	400,000	Immediately	Between	Completion of the	30/11/2020
		upon	1/2/2020	Definitive Feasibility
		shareholder	and	Study in relation to the
		approval	30/11/2020	KNP Cobalt Zone
3	400,000	Immediately	Anytime	The Company’s first draw	30/11/2021
		upon	before	down on a debt facility for
		shareholder	30/11/2021	the development of the
		approval		Goongarrie Nickel Cobalt
				Project

Termination

Notice by Employee 3 months’ notice Notice by Company 6 months’ notice Due to Redundancy 3 months’ notice plus 3 months base salary

3