CULLEN RESOURCES LIMITED — Capital/Financing Update 2018

Nov 21, 2018

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ABN 46 006 045 790
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www.cullenresources.com.au

ASX ANNOUNCEMENT

ASX Symbol: CUL 22 November 2018

SUCCESSFUL PLACEMENT AND LAUNCH OF RIGHTS ISSUE

Cullen Resources Limited (“Cullen” or “the Company”) is pleased to announce it has received firm commitments to raise $350,000 (before costs) from sophisticated and professional investors to subscribe for 17,500,000 new fully paid ordinary shares in the capital of the Company ("Shares") at 2c ($0.02) per Share ("Placement"). The Placement will be completed under the Company’s existing placement capacity under ASX Listing Rule 7.1.

In addition, Cullen is pleased to announce that it is undertaking a pro-rata, nonrenounceable rights issue for up to approximately 59,057,490 new Shares on the basis of 1 Share for every 2 Shares on issue to raise up to approximately a further $1,181,150 (before costs) at 2c ($0.02) per Share ("Rights Issue" or "Offer"). Shares will be offered to shareholders under the Rights Issue at the same price upon which Shares will be issued under the Placement. The Rights Issue is not underwritten.

The issue price of 2c per Share represents a 23.07% discount to Cullen’s last trading price of 2.6c on 21 November 2018.

Under the Rights Issue, shareholders who are registered with an address in Australia or New Zealand at 7.00pm (Melbourne time) on 27 November 2018 ("Record Date") may subscribe for Shares under the Rights Issue.

New Shares issued under the Placement ("New Placement Shares") will be issued after the Record Date under the Rights Issue such that the holders of New Placement Shares are not eligible to participate in the Rights Issue in respect of those Shares. The Rights Issue will include the capacity for shareholders to apply for more than their entitlement as eligible shareholders, from the pool of Shares not taken up by eligible shareholders under the Rights Issue pursuant to an offer of shortfall Shares. However there is no guarantee that applicants will receive any additional Shares that they apply for under this facility. The Rights Issue is also an opportunity for smaller shareholders to take positive action and increase their shareholding to a marketable parcel.

Each of Cullen’s Directors intends to participate in the Rights Issue.

Unit 4, 7 Hardy Street South Perth | Western Australia 6151 Telephone: +61 8 9474 5511 | Facsimile: +61 8 9474 5588 E-mail: admin@cullenresources.com.au Website: www.cullenresources.com.au

A Rights Issue offer document ("Offer Document") providing details of the Rights Issue is anticipated to be sent to eligible shareholders on or around 30 November 2018 and will also be available on the Company’s website. The Offer Document was also lodged with ASX today.

The funds raised under the Placement and the Rights Issue will be used to advance exploration at two of the Company’s key projects: Mt Eureka (targeting gold and nickel) and Wongan Hills (targeting gold and base metals); and for project generation and working capital purposes. An air core drilling programme of approximately 5,000m commenced at Mt Eureka in the second half of November, with drilling to be completed by mid-December and assay results to follow in January 2019. First-pass air core drilling traverses are anticipated to commence at Wongan Hills in January 2019, targeting coincident geochemical anomalies and interpreted VTEM bedrock conductors in a Golden Grove- type, lookalike setting.

The indicative timetable for the Rights Issue is as follows:

Event	Date
Announcement of the Offer, lodgement of Appendix 3B, Cleansing Notice (given under section 708AA(2)(f) of the_Corporations Act_ 2001(Cth)) and Offer Document with the ASX	22 November 2018
Notice sent to shareholders containing information required by Appendix 3B	23 November 2018
Existing Shares quoted on “ex” basis	26 November 2018
Record date to determine Entitlements under the Offer ("Record Date")	7.00pm (Melbourne time) on 27 November 2018
Offer Document and Entitlement and Acceptance Form despatched to eligible shareholders ("Opening Date")	30 November 2018
Last day to extend Offer	6 December 2018
Final date and time for receipt of acceptance and payment in full ("Closing Date")	5:00pm (Melbourne time) 11 December 2018*
New Shares quoted on a deferred settlement basis	12 December 2018*
Company to notify ASX of under subscriptions	14 December 2018*

Allotment of new Shares ("Issue Date")	18 December 2018*
Despatch of transaction confirmation statements (holding statements)	19 December 2018*
Date of quotation of new Shares issued under the Rights Issue	19 December 2018*

• Assuming that the Rights Issue is not extended. The Company reserves the right (subject to the Corporations Act 2001 (Cth), the ASX Listing Rules and other applicable laws) to vary the dates of this timetable including (without limitation) extending the Closing Date or accepting late applications, either generally or in particular cases, without notice.

ATTRIBUTION: Competent Person Statement

The information in this report that relates to exploration activities is based on information compiled by Dr. Chris Ringrose, Managing Director, Cullen Resources Limited who is a Member of the Australasian Institute of Mining and Metallurgy. Dr. Ringrose is a full-time employee of Cullen Resources Limited. He has sufficient experience which is relevant to the style of mineralisation and types of deposits under consideration, and to the activity which has been undertaken, to qualify as a Competent Person as defined by the 2012 edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves”. Dr. Ringrose consents to the report being issued in the form and context in which it appears.