ARIKA RESOURCES LIMITED — Capital/Financing Update 2018

Mar 15, 2018

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, 04/03/13

Name of entity

METALICITY LIMITED

ABN

92 086 839 992

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 (e.g. 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 Shares Unlisted Options Performance Rights
	15,205,680 fully paid ordinary shares 3,000,000 unlisted options exercisable at $0.06 expiring 12/3/2021 3,000,000 unlisted options exercisable at $0.08 expiring 12/3/2021 2,274,713 performance rights vesting at $0.06 expiring12/3/2021
	15,205,680 fully paid ordinary shares 3,000,000 unlisted options exercisable at $0.06 expiring 12/3/2021 3,000,000 unlisted options exercisable at $0.08 expiring 12/3/2021 2,274,713 performance rights vesting at $0.06 expiring 12/3/2021

• See chapter 19 for defined terms.

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4 Do the+securities rank equally in all respects from the+issue date 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	Yes for 15,205,680 fully paid ordinary shares Additional securities: 3,000,000 unlisted options exercisable at $0.06 expiring 12/3/2021 3,000,000 unlisted options exercisable at $0.08 expiring 12/3/2021 2,274,713 performance rights vesting at $0.06 expiring 12/3/2021
	13,888,889 fpos at $0.036 1,000 fpos at $0.045 1,315,790 fpos at $0.038 unlisted options – nil performance shares - nil
	13,388,889 fpos as settlement for acquisition of Ridgecape/Napier Range Assets 1,000 fpos for cleanse prospectus subscription 1,315,790 fpos for corporate advisory services unlisted options for corporate and investor advisory services performance shares for employee/contractor retention
	Yes
	24 November 2017
	15,205,680 fully paid ordinary shares 3,000,000 unlisted options exercisable at $0.06 expiring 12/3/2021 3,000,000 unlisted options exercisable at $0.08 expiring 12/3/2021 2,274,713 performance rights vesting at $0.06 expiring12/3/2021

• See chapter 19 for defined terms.

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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 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. 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 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 7 +Issue dates Note: The issue date may be prescribed by ASX (refer to the definition of issue date in rule 19.12). For example, the issue date for a pro rata entitlement issue must comply with the applicable timetable in Appendix 7A. Cross reference: item 33 of Appendix 3B. 8 Number and +class of all +securities quoted on ASX (_including_the+securities in section 2 if applicable)	nil
	nil
	Nil
	n/a
	n/a
	LR7.1 = 21,584,326 LR7.1A = 0
	15 March 2018
	Number	+Class
	578,574,858	Ordinary Fully Paid Shares

• See chapter 19 for defined terms.

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Number +Class 9 Number and +class of all Options Options + 1,500,000 Exercisable at $0.04 expiring 31/12/19 securities not quoted on ASX 3,000,000 Exercisable at $0.08 expiring 31/12/19 ( including the[+] securities in section 1,000,000 Exercisable at $0.10 expiring 31/12/19 2 if applicable) 3,000,000 Exercisable at $0.12 expiring 31/12/19 9,500,000 Exercisable at $0.025 expiring 23/7/20 8,100,000 Exercisable at $0.03 expiring 23/7/20 11,500,000 Exercisable at $0.04 expiring 23/7/20 8,050,000 Exercisable at $0.03 expiring 10/12/20 8,050,000 Exercisable at $0.04 expiring 10/12/20 8,050,000 Exercisable at $0.05 expiring 10/12/20 4,000,000 Exercisable at $0.06 expiring 13/6/19 13,000,000 Exercisable at $0.06 expiring 31/12/19 13,000,000 Exercisable at $0.08 expiring 31/12/19 13,000,000 Exercisable at $0.10 expiring 31/12/19 2,000,000 Exercisable at $0.12 expiring 31/12/19 12,766,670 Exercisable at $0.08 expiring 18/8/20 26,265,023 Exercisable at $0.08 expiring 14/2/23 3,000,000 Exercisable at $0.06 expiring 12/3/21 3,000,000 Exercisable at $0.08 expiring 12/3/21 2,274,713 Perf Rights Vest $0.06 exp 12/3/21

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

Part 2 – Pro rata issue

• 11 Is security holder approval required? N/a

• 12 Is the issue renounceable or nonrenounceable?

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 offer documents Note: Security holders must be told how their entitlements are to be dealt with. Cross reference: rule 7.7.

• See chapter 19 for defined terms.

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

• See chapter 19 for defined terms.

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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 Y

(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.

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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[+] issue date 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 578,574,858 Ordinary Fully Paid quoted on ASX ( including the Shares +securities in clause 38)

• See chapter 19 for defined terms.

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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 is not available now, we 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: ..16 March 2018.... (Company secretary)

Print name: .Neil Hackett........................................................

== == == == ==

• See chapter 19 for defined terms.

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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

Part 1

Rule 7.1 – Issues exceeding 15% of capital

Step 1: Calculate “A”, the base figure from which the placement capacity is calculated

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----- Start of picture text -----

Insert number of fully paid [+] ordinary 433,419,654
securities on issue 12 months before the
+ issue date or date of agreement to issue
Add the following:
• Number of fully paid [+] ordinary securities 0
issued in that 12 month period under an
exception in rule 7.2
• Number of fully paid [+] ordinary securities 66,019,482
issued in that 12 month period with
shareholder approval With shareholder Approval and Ratification
on 24 November 2017
• Number of partly paid [+] ordinary
securities that became fully paid in that
12 month period
0
Note:
• Include only ordinary securities here –
other classes of equity securities cannot
be added
• Include here (if applicable) the securities
the subject of the Appendix 3B to which
this form is annexed
• It may be useful to set out issues of
securities on different dates as separate
line items
Subtract the number of fully paid [+] ordinary 0
securities cancelled during that 12 month
period
“A” 499,439,136
----- End of picture text -----

• See chapter 19 for defined terms.

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Step 2: Calculate 15% of “A”

Step 2: Calculate 15% of “A”	Step 2: Calculate 15% of “A”
“B”	0.15 [Note: this value cannot be changed]
Multiply“A” by 0.15	74,915,870
Step 3: Calculate “C”, the amount of placement capacity under rule 7.1 that has already been used
Insertnumber of+equity securities issued or agreed to be issued in that 12 month period not counting_those issued: • Under an exception in rule 7.2 • Under rule 7.1A • With security holder approval under rule 7.1 or rule 7.4 _Note: • This applies to equity securities, unless specifically excluded – not just ordinary securities • Include here (if applicable) the securities the subject of the Appendix 3B to which this form is annexed • It may be useful to set out issues of securities on different dates as separate line items	1,000,000 fully paid ordinary shares subscribed for under placement at $0.036 per share reconciliation error 2,586,129 fully paid ordinary shares subscribed for under placement at $0.045 per share on 19 Feb 18 26,265,023 unlisted options exercisable at $0.08 expiring 14/2/23 issued on 19 Feb 18 Issued 15 Mar 18: 15,205,680 fully paid ordinary shares 3,000,000 unlisted options exercisable at $0.06 expiring 12/3/2021 3,000,000 unlisted options exercisable at $0.08 expiring 12/3/2021 2,274,713 performance rights vesting at $0.06 expiring 12/3/2021
“C”	53,331,544
Step 4: Subtract “C” from [“A” x “B”] to calculate remaining placement capacity under rule 7.1
“A” x 0.15 Note: number must be same as shown in Step 2	74,915,870
Subtract“C” Note: number must be same as shown in Step 3	53,331,544

• See chapter 19 for defined terms.

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	Total[“A” x 0.15] – “C”	21,584,326 [Note: this is the remaining placement capacity under rule 7.1]

• See chapter 19 for defined terms.

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Part 2

Rule 7.1A – Additional placement capacity for eligible entities

Step 1: Calculate “A”, the base figure from which the placement capacity is calculated

“A” Note: number must be same as shown in 499,439,136 Step 1 of Part 1

Step 2: Calculate 10% of “A”

“D” 0.10 Note: this value cannot be changed Multiply “A” by 0.10 49,943,913

Step 3: Calculate “E”, the amount of placement capacity under rule 7.1A that has already been used

Insert number of[+] equity securities issued or 49,943,913 fully paid ordinary shares issued agreed to be issued in that 12 month period on 19 Feb 18 under rule 7.1A

Notes:

• This applies to equity securities – not just ordinary securities

• Include here – if applicable – the securities the subject of the Appendix 3B to which this form is annexed

• Do not include equity securities issued under rule 7.1 (they must be dealt with in Part 1), or for which specific security holder approval has been obtained

• It may be useful to set out issues of securities on different dates as separate line items

“E” 0

• See chapter 19 for defined terms.

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Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A

Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A	Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A
“A” x 0.10 Note: number must be same as shown in Step 2	49,943,913
Subtract“E” Note: number must be same as shown in Step 3	49,943,913
Total[“A” x 0.10] – “E”	0 Note: this is the remaining placement capacity under rule 7.1A

• See chapter 19 for defined terms.

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