CLASSIC MINERALS LTD — Capital/Financing Update 2019

May 30, 2019

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DATE: 31 May 2019

Dear Shareholder,

INVITATION TO PARTICIPATE IN CLASSIC MINERALS SHARE PURCHASE PLAN

The Directors of Classic Minerals Limited (“ Classic ”, or the “ Company ”), are pleased to invite Shareholders to participate in the Company’s share purchase plan (“ SPP ”).

For eligible Shareholders the SPP is an opportunity to acquire from $1,000 to $15,000 new shares in Classic at a discount and without incurring brokerage or transaction costs. The SPP is targeting to raise A$2.0 million.

The SPP opens on 03 June 2019 and is expected to close at 5:00pm (Perth time) on Friday 21 June 2019.

Classic will use proceeds to advance the Forrestania Gold Project. A full breakdown of the use of funds can be found under point 4 of the Share Purchase Plan terms and conditions attached.

On behalf of the Directors, I encourage you to consider this opportunity and thank you for your ongoing support.

Yours Sincerely,

John Lester

Chairman

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CLASSIC MINERALS LIMITED ACN 119 484 016

SHARE PURCHASE PLAN

TERMS AND CONDITIONS

These terms and conditions are the terms and conditions of the Classic Minerals Limited (Company) Share Purchase Plan (Plan) (as contemplated by Regulatory Guide 125 and Class Order [CO 09/425] of the Australian Securities and Investments Commission (ASIC)) and are binding on any shareholder completing the Share Purchase Plan Application Form which accompanies this document or making payment using BPAY[®] .

1. The offer

The Offer is an invitation to subscribe up to a maximum amount of $15,000 for fully paid ordinary shares in the Company (Shares) at $0.001 per Share for a choice of subscription amount of $1,000 (1,000,000 Shares), $3,000 (3,000,000 Shares), $5,000 (5,000,000 Shares), $7,500 (7,500,000 Shares), $10,000 (10,000,000 Shares), $12,500 (12,500,000 Shares) or $15,000 (15,000,000 Shares). You may apply for any one of these parcels of Shares. You may refuse the Offer. The Offer to each eligible shareholder is made on the same terms and conditions. The Offer is non-renounceable (meaning that you may not transfer your right to acquire a Share under the Offer to anyone else).

2. Issue price and relationship to market price

The issue price for each Share under the Offer is $0.001, which represents the current market price, as the Company cannot offer shares at any lower price.

3. Opening and closing date of the offer

The Offer opens at 9.00 am (Perth time) on 03 June 2019. The Offer closes at 5.00 pm (Perth time) on 21 June 2019. The Directors of the Company reserve the right to change the closing date of the Offer.

No late applications will be accepted.

4.

Use of funds

The Company seeks to raise $900,000.00 net of costs through the Plan. The Company, however, reserves absolute discretion regarding the final amount raised under the Plan, subject to the ASX Listing Rules.

Funds raised pursuant to the Plan will be applied for the purpose of accelerating drilling at the Company’s Forrestania Gold project.

Share Purchase Plan – Classic Minerals Limited

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5,000m drill program, including assay and reporting costs, at the Kat Gap Gold Project expected to commence in the current quarter(May–June2019)	$ 500,000
2,000m drill program, including assay and reporting costs, at the Lady Magdalene gold resource expected to commence in the current quarter(May–June2019)	$ 200,000
1,000m drill program, including assay and reporting costs, at the Matrix gold target expected to commence in the quarter July-Sept2019)	$ 100,000
Exploration Staffing costs, transport, field supplies, rents & rates, database management, resource calculations and fuel costs	$ 100,000
Proposed Total Funding	$ 900,000

5. Eligibility

You are eligible to apply for Shares if:

• 5.1 your registered address in the Company's register of members is in Australia or New Zealand; and

• 5.2 you were registered or taken to be registered as a holder of fully paid ordinary shares in the Company as at 5.00 pm (Perth time) on 30 May 2019 ( Record Date ).

The Directors of the Company have determined that it is not practical for holders of shares with registered addresses in jurisdictions other than Australia and New Zealand to participate in the Plan.

To the extent that you hold shares on behalf of another person resident outside Australia or New Zealand, it is your responsibility to ensure that any acceptance is in compliance with all applicable foreign laws.

Single holders: If you are the only registered holder of a holding of Shares, but you receive more than one offer under the Plan (for example due to multiple registered holdings), you may only apply for one maximum parcel of $15,000 worth of Shares.

Joint holders: If you are recorded with one or more other person as the joint holder of a holding of Shares, that joint holding is considered to be a single registered holding for the purpose of the Plan, and the joint holders are entitled to participate in the Plan in respect of that single holding only. If the same joint holders receive more than one offer under the Plan due to multiple identical holdings, the joint holders may only apply for one maximum parcel of $15,000 worth of Shares.

Custodians, trustees and nominees: If you are a custodian, trustee or nominee within the definition of 'custodian' in ASIC Class Order [CO 09/425] ( Custodian ) and hold Shares on behalf of one or more persons (each a Participating Beneficiary), you may apply for up to a maximum of $15,000 worth of Shares for each Participating Beneficiary, subject to providing a notice in writing to the Company ( Custodian Certificate ) certifying:

• (a) either or both of the following:

• (i) that the Custodian holds shares in the class on behalf of one or more Participating Beneficiaries that are not custodians;

Share Purchase Plan – Classic Minerals Limited

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• (ii) that another custodian ( Downstream Custodian ) holds beneficial interests in shares in the class on behalf of one or more other persons (each a Participating Beneficiary ), and the Custodian holds the shares to which those beneficial interests relate on behalf of the Downstream Custodian or another Custodian,

on the Record Date and that each Participating Beneficiary has subsequently instructed the following persons:

• (iii) where subparagraph (a)(i) applies – the Custodian; and

(iv) where subparagraph (a)(ii) applies – the Downstream Custodian, to apply for Shares on their behalf under the Plan;

• (b) the number of Participating Beneficiaries;

• (c) the name and address of each Participating Beneficiary;

• (d) in respect of each Participating Beneficiary:

• (i) where subparagraph (a)(i)applies – the number of shares in the class that the Custodian holds on their behalf; and

• (ii) where subparagraph (a)(ii)applies – the number of shares in the class to which the beneficial interests relate;

• (e) in respect of each Participating Beneficiary:

• (i) where subparagraph (a)(i) applies – the number or the dollar amount of shares they instructed the Custodian to apply for on their behalf; and

• (ii) where subparagraph (a)(ii) applies – the number or the dollar amount of shares they instructed the Downstream Custodian to apply for on their behalf;

• (f) there are no Participating Beneficiaries in respect of which the total of the application price for the following exceeds $15,000:

• (i) the Shares applied for by the Custodian under the Plan in accordance with the instructions referred to in subparagraph (e); and

• (ii) any other shares in the class issued to the Custodian in the 12 months before the application as a result of an instruction given by them to the Custodian or the Downstream Custodian to apply for shares on their behalf under an arrangement similar to the Plan;

• (g) that a copy of the written offer document was given to each Participating Beneficiary; and

• (h) where subparagraph (a)(ii) applies – the name and address of each Custodian who holds beneficial interests in the shares in the class held by the Custodian in relation to each Participating Beneficiary.

Share Purchase Plan – Classic Minerals Limited

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In providing a certificate under this paragraph, the Custodian may rely on information provided to it by the Participating Beneficiary and any Custodian who holds beneficial interests in the shares in the class held by the Custodian.

For the purposes of ASIC Class Order [CO 09/425] you are a 'Custodian' if you are a registered holder that:

• holds an Australian financial services licence that:

• (i) covers the provision of a 'custodial or depository service' (as defined in section 766E of the Corporations Act 2001 (Cth) ( Corporations Act )); or

• (ii) covers the operation of an IDPS (as defined in ASIC Class Order [CO 13/763]); or

• is exempt under:

• (i) paragraph 7.6.01(1)(k) of the Corporations Regulations 2001 (Cth) ( Regulations ); or

• (ia) paragraph 7.6.01(1)(na) of the Regulations; or

• (ii) ASIC Class Order [CO 14/1000] or ASIC Class Order [CO 14/1001]; or (iia)

• Schedule 2 to the ASIC Corporations (Repeal and Transitional) Instrument 2016/396 ; or

• (iib) an instrument, not being a legislative instrument, made by ASIC and which applies to the person on terms similar to Schedule 2 of the legislative instrument referred to in subparagraph (iia) or any of the ASIC Class Orders repealed by that legislative instrument; or

• (iii) paragraph 911A(2)(h) of the Corporations Act,

from the requirement to hold an Australian financial services licence for the provision of a custodial or depository service; or

• is a trustee of a:

• (i) self-managed superannuation fund (as defined by ASIC Class Order [CO 09/425]); or

• (ii) superannuation master trust (as defined by ASIC Class Order [CO 09/425]); or

• is the responsible entity of an IDPS-like scheme (as defined by ASIC Class Order [CO 13/762] or any class order that replaces that class order); or

• is the registered holder of shares in the class and is noted on the register of members of the Company as holding the shares on account of another person.

If you hold Shares as a trustee or nominee for another person, but are not a Custodian as defined above, you cannot participate for beneficiaries in the manner described above. In this case, the rules for multiple single holdings (above) apply.

Share Purchase Plan – Classic Minerals Limited

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Custodians should have received a Custodian Certificate with these terms and conditions. If you did not receive a Custodian Certificate or would like further information on how to apply, you should contact Advanced Share Registry Limited (AdvancedShare).

6. Rights attaching to shares

The rights and obligations of the Shares are contained in the constitution of the Company (which is available for inspection at the registered office of the Company during the period of the Offer). The Shares will be issued on the same terms as all other ordinary shares in the Company and the Company will apply for the Shares to be quoted on ASX.

If the Shares are not to be quoted on ASX, the Shares will not be issued, and application funds will be refunded without interest.

7. Application for shares

If you are an eligible shareholder, you may apply to purchase:

• 1,000,000 Shares for $1,000;

• 3,000,000 Shares for $3,000;

• 5,000,000 Shares for $5,000;

• 7,500,000 Shares for $7,500;

• 10,000,000Shares for $10,000;

• 12,500,000Shares for $12,500; or

• 15,000,000Shares for $15,000.

The Company reserves the right in its absolute discretion to reject any application for Shares to the extent that it considers that the application (whether alone or in conjunction with other applications) does not comply with these terms and conditions or for any other reason. If an application is refused, the application monies received will be refunded without interest.

In the event of an oversubscription the Company may, in its absolute discretion, undertake a scaleback to the extent and in the manner it sees fit. Any scaleback will be announced on the allotment date. If there is a scaleback, a shareholder may not receive any or all of the Shares for which it applied. Directors may also, in their absolute discretion, decide to increase acceptances in the event of oversubscriptions.

If the Company undertakes a scaleback, the difference between the allocation amount (being the number of Shares actually allotted multiplied by the issue price) and the application amount paid to the Company by the applicant will be refunded (without interest) by cheque and mailed to the applicant's registered address as soon as practicable after the close of the Offer.

8.

Participation costs

You must pay the issue price per Share and any fees or charges incurred by you in completing the Application Form, for example bank fees or fees of professional advisers. The Company will pay any brokerage or stamp duty.

Share Purchase Plan – Classic Minerals Limited

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9. Allotment of shares

The Shares will be allotted as soon as possible after the closing date. The Company will send or cause to be sent to you a holding statement in due course.

10. Payment for the shares

All amounts in this Offer are expressed in Australian dollars. Do not forward cash.

BPAY®: You may pay for the Shares via BPAY® by using the personalised reference number which is required to identify your holding:

• (a) shown on your personalised enclosed Application Form; or

• (b) available online at https://www.advancedshare.com.au/investor-member-login by logging in with your Securityholder Reference Number (SRN) or Holder Identification Number (HIN).

If you make your payment using BPAY® you do not need to return your Application Form. By paying by BPAY® you will be deemed to have completed an Application Form for the number of Shares the subject of your payment. New Zealand holders will not be able to make a payment using BPAY®. In applying for the Shares via BPAY®, you represent to the Company that the total of the application price for the following does not exceed $15,000:

• 10.1 the shares the subject of the application;

• 10.2 any other shares in the class applied for under the Plan or any shares in the class issued under a similar arrangement in the 12 months before the application;

• 10.3 any other shares in the class which you have instructed a Custodian to acquire on your behalf under the Plan; and

• 10.4 any other shares in the class issued to a Custodian under an arrangement similar to the Plan in the 12 months before the application as a result of an instruction given by you to the Custodian or another Custodian and which resulted in you holding beneficial interests in the shares.

Please ensure that your payment for the appropriate amount that supports BPAY® transactions is received by AdvancedShare before the close of the Offer being 5.00 pm (Perth time) on 21 June 2019. Financial institutions may implement earlier cut-off times with regards to electronic payment, and you should therefore take this into consideration when making payment.

Cheque: Alternatively, you may pay by cheque, bank draft or money order in which event you must return your Application Form together with a cheque, bank draft or money order in Australian dollars for the correct amount drawn on an Australian bank and made payable to 'Classic Minerals Limited Share Purchase Plan' in the enclosed reply paid envelope to:

Advanced Share Registry Ltd PO Box 1156 Nedlands WA 6909

Share Purchase Plan – Classic Minerals Limited

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Shareholders in New Zealand will need to affix the appropriate postage to the reply envelope.

Your completed Application Form and cheque for the appropriate amount must be received by AdvancedShare before the close of the Offer being 5.00 pm (Perth time) on 21 June 2019.

Receipts for payment will not be issued.

If you pay an incorrect amount the Company reserves the right to vary your application, return some or all of your payment, or both, as it deems appropriate in its sole discretion. The Company may round the payment down to the lower appropriate amount and return the unused funds. Any applications for less than $1,000 will be returned. The Company may otherwise determine that your application is invalid or defective. No interest will be paid on any refunds made for any reason.

11.

Offers under the plan

The Company may make more than one invitation to acquire Shares under the Plan in any 12month period. Shareholders will not be able to acquire Shares to a value exceeding $15,000 pursuant to the Plan in any 12-month period. The Company may amend the terms of the Plan to provide for different terms to apply to different invitations. The Company may terminate the Plan at any time. Notice of invitations, the terms of invitations and termination of the Plan will be provided to ASX, although failure to give notice will not invalidate the event.

12.

Application of plan

The Company may act or omit to act in relation to the Plan (including applying the terms of the Plan) in its absolute discretion. The Company may settle any difficulty or question of fact or interpretation in relation to the Plan in any manner it thinks fit, whether generally or in relation to any participant, application or Share. The Company's decision will be conclusive and binding. The Company reserves the right to waive strict compliance with the terms of the Plan. The Directors of the Company or any delegate of them may exercise the powers of the Company under the terms of the Plan.

13. Risk

Subscription under the Plan is a speculative investment and the market price of Shares may change between the date of the Offer, the date you apply for Shares and the date of issue of Shares to you. Accordingly, the value of Shares applied for may rise or fall.

This Offer is not a prospectus and does not require the types of disclosures required under the Corporations Act. You must rely on your own knowledge of the Company, previous disclosures made by the Company to ASX and, if necessary, consult your professional adviser when deciding whether or not to accept the Offer and participate in the Plan.

14.

Privacy

By receiving completed Application Forms, the Company collects personal information about shareholders. The Company will use this information for the purposes of processing the Application Form and updating the records of the Company. Unless required by the law, the Company will not disclose the personal information of a shareholder to a third party or use the personal information for another purpose without the consent of the shareholder. Except as stated by the law, shareholders are able to access, upon request, their personal information or if you wish to obtain a copy of the Company's privacy policy, please contact us.

Share Purchase Plan – Classic Minerals Limited

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15. Class Order [CO 09/425] compliance

This offer of Shares under the Plan is made subject to and in accordance with the requirements of ASIC Class Order [CO 09/425]. That Class Order grants relief from the requirement to prepare a prospectus for the offer of Shares under the Plan.

The Company has been granted relief from complying with Part 6D.2 or 6D.3 of the Act (other than sections 736 and 738), under ASIC Instrument 19-0503 a copy of the Instrument is attached.

16. Declaration and acknowledgement

By making payment via BPAY® or forwarding a cheque, bank draft or money order and the completed Application Form you:

• 16.1 irrevocably and unconditionally agree to these terms and conditions and agree not to do any act or thing which would be contrary to the spirit, intention or purpose of the Plan;

• 16.2 warrant that all details and statements in your Application Form are true and complete and not misleading;

• 16.3 agree to pay the issue price per Share issued to you;

• 16.4 agree to accept any lesser number of Shares than the number of Shares applied for;

• 16.5 certify that the aggregate of the application price for:

• (a) the Shares the subject of the application; and

• (b) any other shares in the class applied for under the Plan or any shares in the class issued under a similar arrangement in the 12 months before the application;

• (c) any other shares in the class which the holder has instructed a Custodian to acquire on their behalf under the Plan; and

• (d) any other shares in the class issued to a Custodian under an arrangement similar to the Plan in the 12 months before the application as a result of an instruction given by the holder to the Custodian or another Custodian and which resulted in the holder holding beneficial interests in the shares, does not exceed $15,000;

• 16.6 acknowledge that no interest will be paid on any application money held pending the issue of Shares or subsequently refunded to you for any reason;

• 16.7 agree to be bound by the Company's constitution in respect of Shares issued under the Plan;

• 16.8 accept that you will not be able to withdraw or revoke your application once it has been sent to the Company or payment has been made by you via BPAY®;

• 16.9 authorise the Company (and its officers or agents) to correct any error or omission in your Application Form and to complete the Application Form by the insertion of any missing details;

Share Purchase Plan – Classic Minerals Limited

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• 16.10 acknowledge that the Company may at any time determine that your Application Form is valid, in accordance with these terms and conditions, even if the Application Form is incomplete, contains errors or is otherwise defective;

• 16.11 accept the risk associated with any refund that may be sent to you by cheque to your address shown on the Company's register of members;

• 16.12 acknowledge that you are responsible for any dishonour fees or other costs the Company may incur in presenting a cheque for payment which is dishonoured;

• 16.13 acknowledge that neither the Company nor AdvancedShare has provided you with investment advice or financial product advice, and that neither has any obligation to provide this advice, concerning your decision to apply for and buy Shares;

• 16.14 acknowledge that the Company is not liable for any exercise of its discretion referred to in these terms and conditions; and

• 16.15 certify that your acceptance of an offer under the Plan will not result in any person breaching the 20% limit imposed by section 606 of the Corporations Act.

17.

Governing law

The Offer is governed by the law in force in Western Australia. By accepting the Offer, you submit to the non-exclusive jurisdiction of the Courts of Western Australia.

This document has been prepared for publication in Australia and New Zealand only and may not be released elsewhere. This document does not constitute an offer to sell, or a solicitation of an offer to buy, securities in any jurisdiction other than Australia and New Zealand. In particular, the securities referred to in this document have not been, and will not be, registered under the United States Securities Act of 1993 as amended (US Securities Act), and may not be offered or sold in the United States or to or for the account or benefit of 'US Persons' (as defined in Regulation S under the US Securities Act) in the absence of registration or an available exemption from registration.

18. Important dates

The important dates in relation to this Offer are summarised below. These dates are indicative only and subject to change at the discretion of the Directors.

Record date for eligibility to participate in the Plan	30 May 2019
Offer opening date	9.00 am (Perth time) 03 June 2019
Offer closing date (subject to Directors' discretion to vary)	5.00 pm (Perth time) on 21 June 2019
Allotment date	25 June 2019
Commencement of trading of new Shares on ASX	26 June 2019

Classic Minerals Ltd ACN 119 484 016

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ASIC Order 19-0503

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Classic Minerals Limited ABN 77 119 484 016 ASX: CLZ Address : 71 Furniss Road, Landsdale, WA 6065 • Postal : PO Box 1318, Wangara DC WA 6947 Phone : +61 8 6305 0221 • Web: www.classicminerals.com.au • Email : contact@classicminerals.com.au

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All Registry communications to: Advanced Share Registry Ltd PO Box 1156 Nedlands WA 6909 Tel: (61 8) 9389 8033 Fax: (61 8) 9262 3723

Investor website: www.advancedshare.com.au

Record Date 30 May 2019 Offer opens 9.00 am (Perth time) 03 June 2019 Offer closes 5.00 pm (Perth time) on 21 June 2019

SHARE PURCHASE PLAN (“SPP”) APPLICATION FORM

How do I apply for Shares under the SPP?

• Carefully read the SPP Terms and Conditions accompanying this form and the Important Information on the reverse of this form.

• Decide on the amount of Shares you wish to apply for.

• Pay for the Shares in accordance with the instructions outlined in the SPP Terms and Conditions and the further instructions on the reverse of this form. Option 1: Paying by BPAY[®] .

Option 2: Paying by Cheque, Bank Draft or Money Order.

• Payments must be made in Australian dollars.

PAYMENT OPTIONS

Option 1: Paying by BPAY[®]

If paying by BPAY[®] , you do NOT need to complete or return this Application Form below. By paying by BPAY[®] you will be deemed to have made the statements and certifications that are set out in the Important Information notice on the reverse of this form.

Payment must be received by the Registry by BPAY[®] by 5.00 pm (Perth time) on 21 June 2019. By paying by BPAY[®] , you will be deemed to have completed an Application Form for the number of Shares the subject of your application payment. If you make a payment by BPAY[®] and Classic Minerals Ltd (“Classic Minerals”) receives an amount which is not equal to either A$1,000, A$3,000, A$5,000, A$7,500, A$10,000, A$12,500 or A$15,000, Classic Minerals may round down the dollar amount of Shares that you are applying for to the next lowest parcel at their discretion. Your payment must be for a minimum of A$1,000.

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[ Insert BPAY identifier details ]

Telephone & Internet Banking – BPAY[®]

Contact your bank or financial institution to make this payment from your cheque, savings, debit or transaction account. More info: www.bpay.com.au

Option 2: Paying by Cheque, Bank Draft or Money Order

If paying by cheque, bank draft or money order complete and return the Acceptance Application Form with your payment.

• A. Tick the box beside the amount you wish to apply for, either A$1,000, A$3,000, A$5,000, A$7,500, A$10,000, A$12,500 or A$15,000.

• B. Enter your cheque, bank draft or money order details. The amount of your application payment should be equal to the amount applied for in section A. Cheques, bank drafts or money orders must be drawn on an Australian financial institution in Australian currency, made payable to “ 'Classic Minerals Limited Share Purchase Plan ” and crossed “ Not Negotiable ”. Please ensure sufficient cleared funds are held in your account, as your cheque will be banked as soon as it is received. If you provide a cheque, bank draft or money order for an amount that is not equal to either A$1,000, A$3,000, A$5,000, A$7,500, A$10,000, A$12,500 or A$15,000, Classic Minerals may round down the dollar amount of Shares that you are applying for to the next lowest parcel at their discretion. Your payment must be for a minimum of A$1,000.

• C. Enter your contact telephone number at which we may contact you regarding your application for Shares, if necessary.

• ® Registered to BPAY Pty Ltd ABN 69 079 137 518

A I/we wish to purchase a parcel of Shares to the dollar amount of (tick one box only):

	A	I/we wish	o pur	chase	a parcel	of Sha	of Sha	r	es to the dollar amount of(tick one box on	ly):
		A$1,000	OR		A$3,000	OR			A$5,000OR A$7,500OR		A$10,000OR			A$12,500OR		A$15,000
	B	Make your	cheque, bank draft or money order payable to “'Classic Minerals Limited Share Purchase Plan”										and crossed “Not		Negotiable”
Drawer					Cheque				Number BSB Number	Account Number			Amount of Cheque
													A$			.00
	C	Telephone	Number – Business Hours						Telephone Number – After Hours	Contact Name
	(	)							( )

IMPORTANT INFORMATION

1. This is an important document which requires your immediate attention. If you are in any doubt as to how to deal with this Application Form, please consult a professional adviser.

2. If you do not wish to purchase Shares under the SPP, there is no need to take action.

3. Please ensure you have read and understood the SPP Terms and Conditions and this Important Information, before you make the application payment by BPAY[®] or you submit your Acceptance Form with your application payment.

4. This SPP is non-renounceable. Applications can only be accepted in the name printed on the Application Form.

5. If you are a custodian, trustee or nominee within the definition of “custodian” in ASIC Class Order [CO 09/425] you must complete and submit an additional certificate certifying the matter sets out in paragraph 9 of ASIC Class Order [CO 09/425] (the "Certificate") before your application for Shares is accepted. The Certificate can be obtained by contacting the Registry: 08 9389 8033 (in Australia) or +61 8 9389 8033 (outside of Australia). Applications received by custodians that are not accompanied by the Certificate will be rejected.

6. For applicants that are not required to complete the Certificate, by submitting the Acceptance Application Form (with a cheque, bank draft or money order) or making payment by BPAY[®] , you certify that the aggregate of the payment made by you for:

7. the parcel of Shares indicated on the Acceptance Application Form or BPAY[®] payment; and

8. any other Shares applied for by you, or which you have instructed a Custodian to acquire on your behalf under the SPP or any other similar arrangement in the 12 months prior to the date of submission of the Acceptance Application Form or payment by BPAY® does not exceed A$15,000.

9. Classic Minerals reserves the right to make amendments to this Application Form where appropriate.

10. Applicants are not assured of receiving the Shares for which they have applied as Classic Minerals may scale back applications in accordance with the SPP Terms and Conditions.

How to Lodge your Acceptance Application Form and Application Payment

The Acceptance Form and the application payment must be received by the Registry no later than the closing date shown overleaf. If paying by BPAY[®] you do not need to complete or return the Application Form. You should check the processing cut off-time for BPAY[®] transactions with your bank, credit union or building society to ensure your payment will be received by the Registry by the close of the offer.

Mailing Address or Hand Delivery Advanced Share Registry Advanced Share Registry PO Box 1156 110 Stirling Highway Nedlands WA 6909 Nedlands WA 6009

Make sure you send your Acceptance Form and application payment allowing enough time for mail delivery, so Advanced Share Registry Services Ltd receives them no later than 5.00 pm (Perth time) on 21 June 2019. Please ensure sufficient cleared funds are held in your account, as your cheque will be banked as soon as it is received. Classic Minerals reserves the right not to process any Acceptance Forms and application payments received after the closing date referred to above.

If you require information on how to complete this Application Form, please contact the Share Registry on: 08 9389 8033 (in Australia) or +61 8 9389 8033 (outside of Australia).