CANNINDAH RESOURCES LIMITED — Capital/Financing Update 2018

Apr 12, 2018

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

CANNINDAH RESOURCES LIMITED

ABN

35 108 146 694

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 ordinary shares
	5,000,000 Fully paid ordinary shares
	5,000,000 shares issued to sophisticated professional investors pursuant to placement agreements signed between 28 March and 9 April 2018.

• 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 6d Number of+securities issued with security holder approval under rule 7.1A	Yes .
	Consideration of $150,000
	Proceeds of the issue will be used to contribute to the Company’s Piccadilly exploration project, and to the Company’s working capital.
	yes
	24 November 2017
	11,000,000
	nil

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) 9 Number and +class of all +securities not quoted on ASX (_including_the +securities in section 2 if applicable)	nil	nil
	nil
	n/a
	n/a
	Listing Rule 7.1 9,357,891 shares Listing Rule 7.1A 13,571,927 shares
	13 April 2018
	Number	+Class
	146,719,278	Fully paid ordinary shares
	Number	+Class
	nil

• See chapter 19 for defined terms.

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

Part 2 - Pro rata issue N/A Deleted

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 N/A Deleted

Sign here:

Date: 13 April 2018 Garry Gill Company Secretary

== == == == ==

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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Insert number of fully paid [+] ordinary 100,075,733
securities on issue 12 months before the
+ issue date or date of agreement to issue
Add the following:
• Number of fully paid [+] ordinary securities 8,598,384
issued in that 12 month period under an
exception in rule 7.2
27,045,161
• Number of fully paid [+] ordinary securities
issued in that 12 month period with
shareholder approval
nil
• Number of partly paid [+] ordinary
securities that became fully paid in that
12 month period
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 nil
securities cancelled during that 12 month
period
“A” 135,719,278
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• 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	20,357,891
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	11,000,000
• It may be useful to set out issues of securities on different dates as separate line items
“C”	11,000,000
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	20,357,891
Subtract“C” Note: number must be same as shown in Step 3	11,000,000
Total[“A” x 0.15] – “C”	9,357,891 [Note: this is the remaining placement capacity under rule 7.1]

• It may be useful to set out issues of
securities on different dates as separate
line items
“C”	11,000,000
Step 4: Subtract “C” from [“A” x “B”] to calculate remaining
placement capacity under rule 7.1
“A” x 0.15	20,357,891
Note: number must be same as shown in
Step 2
Subtract“C”	11,000,000
Note: number must be same as shown in
Step 3
Total[“A” x 0.15] – “C”	9,357,891
	[Note: this is the remaining placement
	capacity under rule 7.1]

Part 2

Part 2	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 Step 1 of Part 1	135,719,278
Step 2: Calculate 10% of “A”
“D”	0.10 Note: this value cannot be changed
Multiply“A” by 0.10	13,571,927
Step 3: Calculate “E”, the amount of placement capacity under rule 7.1A that has already been used
Insertnumber of+equity securities issued or agreed to be issued in that 12 month period 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	nil
“E”	nil

• 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	13,571,927
Subtract“E” Note: number must be same as shown in Step 3	nil
Total[“A” x 0.10] – “E”	13,571,927 Note: this is the remaining placement capacity under rule 7.1A

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ASX RELEASE 13 April 2018 ASX Code: CAE

Section 708A Cleansing Statement

Cannindah Resources Limited ( Company ) hereby provides notice to the ASX for the purpose of section 708A(5)(e) of the Corporations Act that it has issued 5,000,000 fully paid ordinary shares at for a total consideration of $150,000 on 13 April 2018. The issues were made without disclosure to investors under Part 6D.2 of the Corporations Act.

The Company also states, that as at the date of this notice:

• it has complied with the relevant provisions of Chapter 2M of the Corporations Act as they apply to the Company and Section 674 of the Corporations Act ; and

• it is not aware of any excluded information within the meaning of Sections 708A(7) and 708A(8) of the Corporations Act, other than as set out below:

Cannindah Resources Limited financial statements for the half year ended 31 December 2017, noted that the Company was continuing to hold discussions with interested parties from both domestic and international entities regarding the Mt Borium Project and the Mt Cannindah Project. At the date of this notice no agreements have been signed in regard to either of these matters.

The financial statements also noted that the Company is in constant communications with the Lender. The parties continue to investigate a number of options with respect to the repayment of its loan facility including potential asset sales, capital raisings and further loan extensions. At the date of this notice these discussions are on-going.

For further information, please contact:

Tom Pickett Executive Chairman Ph: +61 7 3357 3988