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CANYON RESOURCES LIMITED Capital/Financing Update 2017

Jan 18, 2017

64608_rns_2017-01-18_1c87d83b-d043-4486-82e5-4f59b97437a1.pdf

Capital/Financing Update

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19 January 2017

REPLACEMENT ANNOUNCEMENT – OPTION UNDERWRITING AGREEMENT

Canyon Resources Limited (“ Canyon” or the “ Company” ) refers to the announcement released earlier today entitled “Option Underwriting Agreement”.

The Company provides the attached announcement to replace the announcement released this morning, which contained some inadvertent errors.

Should there be any queries in relation to this matter please do not hesitate to contact our office.

Yours faithfully

Robert Marusco Company Secretary

353 Rokeby Rd Subiaco WA 6008 | PO Box 270, West Perth WA 6872 Tel: +61 8 61434256 | Mob: +61 (0) 417 980 690 | Fax: +61 8 9324 1502 Email: [email protected] | Website: www.canyonresources.com.au

19 January 2017

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Principal Office Address

353 Rokeby Road SUBIACO WA 6008

Tel: +61 8 9413 7300 Fax: +61 8 9324 1502

Registered Office Address

Level 3, South Mill Centre 9 Bowman Street SOUTH PERTH WA 6151

Tel: +61 8 9217 2400 Fax: +61 8 9217 2401

Postal Address

PO Box 270 WEST PERTH WA 6872

Email: [email protected]

Directors & Management

Mr David Netherway Non-Executive Chairman

Mr Phillip Gallagher Managing Director

Mr Emmanuel Correia Non-Executive Director

Mr Robert Marusco Company Secretary

ASX Code : CAY

Website: www.canyonresources.com.au ABN 13 140 087 261

REPLACEMENT ANNOUNCEMENT – OPTION UNDERWRITING

Canyon Resources Ltd (Canyon or the Company”) (ASX: CAY) is pleased to announce that it has entered into underwriting agreements with each of Barclay Wells Limited and BW Equities Pty Ltd (“Underwriters”) to fully underwrite the Company’s listed option series (ASX: CAYOA) up to a value of A$3.405 million.

Currently, Canyon has 56,753,252 listed CAYOA options on issue, exercisable at $0.06 cents on or before 5.00pm (AWST), 31 January 2017.The underwriting gives Canyon a level of certainty that the options will result in funding of A$3.405 million (before expenses) through the exercise of these options, ensuring the Company is well funded for the next important phase of development of its bauxite assets in Cameroon.

The CAYOA options expire on 31 January 2017 and option holders are advised to contact the Company Secretary with any queries in relation to the exercise of their options. The Company also dispatched an Option Expiry letter to option holders on the 9 January 2017 and also released this letter to the ASX on the same day.

Option underwriting – Additional information

The underwriting agreements entered into by the Company with each of the Underwriters are conditional upon all representations and warranties made by the Company in the agreement (which are standard in nature) remaining accurate as at the date the respective shortfall notices are delivered to the Underwriters.

The Company expects it will announce the number of shares to be issued as a result of this underwriting on or about 7 February 2017.

In consideration for the underwriting, the Company will pay each of the Underwriters a fee equal to 6% of the amount underwritten by each Underwriter and will also issue each of the Underwriters 5,000,000 options exercisable at $0.12 on or before 16 February 2019.

The underwriting agreement contains standard termination provisions for an agreement of this type.

www.canyonresources.com.au

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About Canyon Resources Limited

In 2013, Canyon announced a farm-in transaction to acquire up to 75% of the Birsok Bauxite Project in Cameroon, which is considered highly prospective for high grade DSO bauxite. The Birsok Bauxite Project is strategically located in an emerging bauxite region of Cameroon (Figure 1), contiguous with the world class Minim Martap bauxite deposit and approximately 10km from an operating rail line.

In addition to the bauxite assets, Canyon has an established portfolio of highly prospective mineral exploration projects in Burkina Faso, which cover an area of approximately 2,400km² over 13 permits in the Birimian greenstone belts of the West African craton.

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Figure 1: Location of Canyon’s Birsok Bauxite Project, Cameroon, West Africa

www.canyonresources.com.au

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Burkina Faso – Joint Venture with Acacia Mining plc

Canyon entered into a joint venture with Acacia Mining plc (Acacia) in March 2015 on the Pinarello and Konkolikan Projects located on the Hounde greenstone belt in south western Burkina Faso (see figure 2). Acacia can earn up to 75% of the projects by the expenditure of $1,500,000 on exploration over two years from March 2015. Acacia currently have 51% equity of the Projects.

Acacia have conducted ongoing early stage exploration on the permits with positive and encouraging results received to date including, 96 of 278 aircore (AC) holes drilled on the Pinarello Project producing anomalous gold results, and the identification of numerous extensive gold in soil anomalies ranging from 2km to 25km in length.

Acacia plan approximately 35,000m of AC and Reverse Circulation (RC) drilling on the Pinarello Project in 2017.

For further details on the exploration conducted by Acacia on the Pinarello Project, refer to : http://www.acaciamining.com/~/media/Files/A/Acacia/presentations/2016/Exploration%20Roundtabl ev2%20-%20Nov%202016.pdf)

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Figure 2: Map showing soil anomalies identified on the Pinarello Project in south west Burkina Faso. Canyon Resources JV permits are in blue. (Image supplied by Acacia Mining)

www.canyonresources.com.au

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Enquires:

Phillip Gallagher Managing Director T: +61 8 6143 4256 E: [email protected]

Robert Marusco Company Secretary T: +61 8 9217 2400 E: [email protected]

www.canyonresources.com.au