CANTERBURY RESOURCES LIMITED — Capital/Financing Update 2019

Mar 5, 2019

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FOURTH SUPPLEMENTARY PROSPECTUS

Important Information

This fourth supplementary prospectus ( Fourth Supplementary Prospectus ) is intended to be read in conjunction with the replacement prospectus dated 3 October 2018 ( Prospectus ) as amended by the first supplementary prospectus dated 24 October 2018 ( First Supplementary Prospectus ), the second supplementary prospectus dated 9 November 2018 ( Second Supplementary Prospectus ) and the third supplementary prospectus dated 28 November 2018 ( Third Supplementary Prospectus ) issued by Canterbury Resources Limited (ACN 152 189 369) ( Company ). The Prospectus replaced the original prospectus dated 13 September 2018.

This Fourth Supplementary Prospectus is dated 12 February 2019 and was lodged with ASIC on that date. ASIC and ASX and their respective officers take no responsibility for the contents of this Fourth Supplementary Prospectus.

Other than as set out below, all details in relation to the Prospectus remain unchanged. Terms and abbreviations defined in the Prospectus have the same meaning in this Fourth Supplementary Prospectus. If there is a conflict between the Prospectus, the First Supplementary Prospectus, the Second Supplementary Prospectus, the Third Supplementary Prospectus and this Fourth Supplementary Prospectus, this Fourth Supplementary Prospectus will prevail.

This Fourth Supplementary Prospectus will be issued with the Prospectus as an electronic prospectus and may be accessed via the Company’s website at www.canterburyresources.com.au. A printed copy of this Fourth Supplementary Prospectus is available and will be supplied together with the printed Prospectus at the registered address of the Company.

The Company will send a copy of this Fourth Supplementary Prospectus to all Applicants who have subscribed for Shares in the Prospectus up to the date of the Fourth Supplementary Prospectus.

The Prospectus, the First Supplementary Prospectus, the Second Supplementary Prospectus, the Third Supplementary Prospectus and this Fourth Supplementary Prospectus are important documents and should be read in their entirety. If you do not fully understand them you should consult your professional advisers without delay.

CANTERBURY RESOURCES LIMITED ACN 152 189 369

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1. Definition

Defined terms used in this Fourth Supplementary Prospectus have the same meaning given to those terms in the Prospectus, unless otherwise stated.

2. Background

Under the Corporations Act 2001 (Cth) ( Corporations Act ), the Company has an obligation to update a disclosure document if it becomes aware of new information that is material to investors.

This Fourth Supplementary Prospectus has been prepared to provide additional information to investors on items that the Company considers may be material.

Following analysis of the Company’s register by ASX, the Company has decided to extend the Offer Period in order to attract additional investors and ensure the Company meets Condition 8 of ASX Listing Rule 1.1 and ASX policies regarding the existence of at least 300 non-affiliated shareholders.

3. Purpose of the Fourth Supplementary Prospectus

3.1. Extension of the Closing Date

The Closing Date has been extended to 11pm (Sydney time) on 20 February 2019. Accordingly, the Important Dates as set out in the Key Offer Details section on page 12 of the Prospectus, as amended by the First, Second and Third Supplementary Prospectuses, and references to each corresponding date in the Prospectus are replaced with the following:

Important Dates
Lodgement of the original prospectus with ASIC	13 September 2018
Lodgement of the admission application with ASX	13 September 2018
Lodgement of the Replacement Prospectus with ASIC	3 October 2018
Opening date of Offer (9:00am Sydney time)	3 October 2018
Lodgement of the First Supplementary Prospectus with ASIC	24 October 2018
Lodgement of the Second Supplementary Prospectus with ASIC	9 November 2018
Lodgement of the Third Supplementary Prospectus with ASIC	28 November 2018
Lodgement of the Fourth Supplementary Prospectus with ASIC	12 February 2019
Expected closing date of Offer (11pm Sydney time)	20 February 2019
Expected settlement of the Offer	21 February 2019
Expected date of issue and allotment of Shares	21 February 2019
Expected date of despatch of holding statements	22 February 2019
Expected admission to quotation on ASX	28 February 2019

The above timetable is indicative only. The Company and the Broker, Canaccord Genuity, reserve the right to vary the dates and times set out above subject to the Corporations Act and other applicable law. In particular, the Company reserves the right to close the Offer early, extend the Closing Date or accept late Applications either generally or in particular cases without notification. Investors who wish to submit an Application are encouraged to do so as soon as practicable.

Fourth Supplementary Prospectus dated 12 February 2019 to be read in conjunction with the Replacement Prospectus dated 3/10/2018 as amended by the First Supplementary Prospectus dated 24/10/2018, the Second Supplementary Prospectus dated 9/11/2018 and the Third Supplementary Prospectus dated 28/11/2018

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3.2. Information on operational activities

In relation to its operational activities, the Company advises:

• Regarding the Bismarck Project on Manus Island in Papua-New Guinea (ref. Sections 4.3.1 and 10.1 of the Prospectus), 60% Joint Venture (“JV”) partner Rio Tinto Exploration (PNG) Limited ( Rio Tinto PNG ) has initiated a review of the operating performance during the 20182019 drilling program to examine opportunities to achieve faster drilling rates and lower associated costs. This may include the option of Canterbury Resources Limited becoming the project manager. Rio Tinto PNG would retain other existing JV rights and obligations under Stage-2, including sole-funding.

• Regarding the Ekuti Range Project in Papua-New Guinea, the Company commenced drilling at the Ekoato prospect on 27[th] January 2019.

• Regarding the Briggs Project in Queensland, preparations for the proposed drilling program are on track for commencement in April 2019.

4. Action by Investors

4.1. Existing Applicants

If you have already lodged an Application with the Company you are not required to undertake any actions because of this Fourth Supplementary Prospectus. The Board of the Company has formed the view that the matters outlined in Section 3 above are not materially adverse events for the purposes of section 719 of the Corporations Act, and therefore no rights of withdrawal are offerred under this Fourth Supplementary Prospectus.

4.2. New Applicants

If you are yet to lodge an Application, in order to apply for Shares under the Offer you are required to complete the Supplementary Application Form attached to this Fourth Supplementary Prospectus in order to apply under the Offer. You can submit your Supplementary Application Form and accompanying payment by following the instructions on the Supplementary Application Form.

4.3. Directors’ Consent

The issue of this Fourth Supplementary Prospectus has been authorised by each Director by a resolution of the Directors. In accordance with section 720 of the Corporations Act, each of the Directors, Mr John Anderson, Mr Grant Craighead, Mr Gary Fallon and Mr Ross Moller, and Mr Michael Erceg as proposed Director, have consented in writing to the lodgement of this Fourth Supplementary Prospectus with ASIC and have not withdrawn that consent.

This Fourth Supplementary Prospectus is signed for and on behalf of the Company pursuant to a resolution of the Board by:

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Mr John Anderson Chairman Dated: 12 February 2019

Fourth Supplementary Prospectus dated 12 February 2019 to be read in conjunction with the Replacement Prospectus dated 3/10/2018 as amended by the First Supplementary Prospectus dated 24/10/2018, the Second Supplementary Prospectus dated 9/11/2018 and the Third Supplementary Prospectus dated 28/11/2018 Page 3

Canterbury Resources Limited ACN 152 189 369

Applicants who received this Application Form from their broker must return their Application Form and Application Monies back to their broker

Broker Code Adviser Code

Supplementary Application Form (4[th] )

Application Options:

Option A: Apply Online and Pay Electronically (Recommended)

Apply online at: https://automic.com.au/canterburyresourceslimited.html

• ✓ Pay electronically: Applying online allows you to pay electronically, for Australian residents through BPAY®. Overseas Applicants in permitted jurisdictions can also pay electronically through an electronic funds transfer.

• ✓ Get in first, it’s fast and simple: Applying online is very easy to do, it eliminates any postal delays and removes the risk of it being potentially lost in transit.

• ✓ It’s secure and confirmed: Applying online provides you with greater privacy over your instructions and is the only method which provides you with confirmation that your Application has been successfully processed.

• To apply online, simply scan the barcode to the right with your tablet or mobile device or you can enter the URL above into your browser.

Option B: Standard Application and Pay by Cheque

Enter your details below (clearly in capital letters using pen), attach cheque and return in accordance with the instructions on the reverse.

1. Number of Shares applied for Application payment (multiply box 1 by $0.30 per Share) , , A$ , , . Applications must be for a minimum of 7,000 Shares (A$2,100), and thereafter in multiples of 1,000 Shares (A$300). 2. Applicant name(s) and postal address: refer to naming standards for correct form of registrable title(s) overleaf Name of Applicant 1 Name of Applicant 2 or Name of Applicant 3 or Postal address Unit / Street Number / Street name or PO Box Suburb/Town State Postcode Country and ZIP Code (if outside Australia) 3. Contact details Telephone Number Contact Name (PLEASE PRINT) ( ) Email Address By providing your email address, you elect to receive all communications despatched by the Company electronically (where legally permissible). 4. CHESS Holders Only – Holder Identification Number (HIN) ~~Note: if the name and address details in sections 2 do not match exactly~~ X with your registration details held at CHESS, any Shares issued as a result ~~of your Application will be held on the Issuer Sponsored subregister.~~ 5. TFN/ABN/Exemption Code Applicant 1 Applicant #2 Applicant #3 If NOT an individual TFN/ABN, please note the type in the box C = Company; P = Partnership; T = Trust; S =

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YOUR PRIVACY

Automic Pty Ltd (ACN 152 260 814) trading as Automic advises that Chapter 2C of the Corporation Act 2001 requires information about you as a Securityholder (including your name, address and details of the Securities you hold) to be included in the public register of the entity in which you hold Securities. Primarily, your personal information is used in order to provide a service to you. We may also disclose the information that is related to the primary purpose and it is reasonable for you to expect the information to be disclosed. You have a right to access your personal information, subject to certain exceptions allowed by law and we ask that you provide your request for access in writing (for security reasons). Our privacy policy is available on our website – www.automic.com.au

CORRECT FORMS OF REGISTRABLE TITLE

Note that ONLY legal entities can hold Shares. The Application must be in the name of a natural person(s), companies or other legal entities acceptable by the Company. At least one full given name and surname is required for each natural person.

Type of Investor	Correct Form of Registration	Incorrect Form of Registration
Individual	Mr John Richard Sample	J R Sample
Joint Holdings	Mr John Richard Sample & Mrs Anne Sample	John Richard & Anne Sample
Company	ABC PtyLtd	ABC P/L or ABC Co
Trusts	Mr John Richard Sample	John Sample Family Trust
Superannuation Funds	Mr John Sample & Mrs Anne Sample	John & Anne Superannuation Fund
Partnerships	Mr John Sample & Mr Richard Sample	John Sample & Son
Clubs/Unincorporated Bodies	Mr John Sample < Food Health Club A/C>	Food Health Club
Deceased Estates	Mr John Sample	Anne Sample (Deceased)

INSTRUCTIONS FOR COMPLETING THE APPLICATION FORM

YOU SHOULD READ THE PROSPECTUS CAREFULLY BEFORE COMPLETING THIS APPLICATION FORM.

This is an Application Form for Shares in Canterbury Resources Limited (ACN 152 189 369) (‘Company’), made under the terms set out in the Replacement Prospectus dated 3 October 2018 ("Prospectus") as amended by the First, Second Third and Fourth Supplementary Prospectuses. The expiry date of the Prospectus is the date which is 13 months after the date of the Original Prospectus dated 13 September 2018.

The Prospectus contains important information relevant to your decision to invest and you should read the entire Prospectus before applying for Shares. If you are in doubt as to how to deal with this Application Form, please contact your accountant, lawyer, stockbroker or other professional adviser. To meet the requirements of the Corporations Act, this Application Form must not be distributed unless included in, or accompanied by, the Prospectus and any supplementary prospectus (if applicable). While the Prospectus is current, the Company will send paper copies of the Prospectus, and any supplementary prospectus (if applicable) and an Application Form, on request and without charge.

1. Shares applied for & payment amount - Enter the number of Shares you wish to apply for. Your Application must be for a minimum of 7,000 Shares (A$2,100). Next, enter the amount of the Application Monies payable. To calculate this amount, multiply the number of Shares applied for by the offer price, which is A$0.30 per Share.

2. Applicant name(s) and postal address - Note that ONLY legal entities can hold Shares. The Application must be in the name of a natural person(s), companies or other legal entities acceptable by the Company. At least one full given name and surname is required for each natural person. You should refer to the table above for the correct forms of registrable title(s). Applicants using the wrong form of names may be rejected. Next, enter your postal address for the registration of your holding and all correspondence. Only one address can be recorded against a holding.

3. Contact Details - Please provide your contact details for us to contact you between 9:00am (Sydney time) and 5:00pm (Sydney time) should we need to speak to you about your Application. In providing your email address you elect to receive electronic communications. You can change your communication preferences at any time by logging in to the Investor Portal accessible at https://investor.automic.com.au/#/home

4. CHESS Holders - If you are sponsored by a stockbroker or other participant and you wish to hold Securities allotted to you under this Application on the CHESS subregister, enter your CHESS HIN. Otherwise leave the section blank and on allotment you will be sponsored by the Company and a “Securityholder Reference Number” (SRN) will be allocated to you.

5. TFN/ABN/Exemption - If you wish to have your Tax File Number, ABN or Exemption registered against your holding, please enter the details. Collection of TFN’s is authorised by taxation laws but quotation is not compulsory and it will not affect your Application.

6. Payment - Payments for Applications made through this Application Form can only be made by cheque. Payment can be made by both BPAY and EFT but only by making an online Application, which can be accessed by following the web address provided on the front of the Application Form. Do not forward cash with this Application Form as it will not be accepted.

7. Your cheque must be made payable to “Canterbury Resources Limited” and drawn on an Australian bank and expressed in Australian currency and crossed "Not Negotiable". Cheques or bank drafts drawn on overseas banks in Australian or any foreign currency will NOT be accepted. Any such cheques will be returned, and the acceptance deemed to be invalid. Sufficient cleared funds should be held in your account as your Application may be rejected if your cheque is dishonoured.

DECLARATIONS

• BY SUBMITTING THIS APPLICATION FORM WITH THE APPLICATION MONIES, YOU DECLARE THAT:

• you have received a paper or electronic copy of the Prospectus that accompanies this Application From and have read the Prospectus in full and agree to be bound by the terms and conditions of the offer as declared in the Prospectus;

• all details and statements made on the form are complete and accurate;

• where information has been provided about another individual, that individual’s consent has been obtained to transfer the information to the Company;

• the Company and their respective officers and agents are authorised to do anything on your behalf (including the completion and execution of documents) to enable the Shares to be allocated to you;

• you agree to be bound by the constitution of the Company;

• neither the Company not any person or entity guarantees any particular rate of return on the Shares, nor do they guarantee the repayment of capital.

LODGEMENT INSTRUCTIONS

The Offer opened at 9:00am (Sydney time) on 03 October 2018 and is expected to close on 20 February 2019. The Company may elect to extend the Offer or close it (after the Offer is open) at any earlier date and time, without further notice. Applicants are therefore encouraged to submit their Applications as early as possible. Completed Application Forms and cheques must be:

POSTED TO:	DELIVERED TO (during business hours only - 9am to 5pm (Sydney **time): **
Canterbury Resources Limited C/- Automic PO Box 2226 STRAWBERRY HILLS NSW 2012	Canterbury Resources Limited C/- Automic Level 29, 201 Elizabeth Street SYDNEY NSW 2000

Your Application Form must be received by Automic no later than 11pm (Sydney time) 20 February 2019.

If you have any enquiries in respect of this Application, please contact Automic by either phone on 1300 288 664 or at corporate.actions@automic.com.au .