DREADNOUGHT RESOURCES LTD — Interim / Quarterly Report 2019

May 1, 2019

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Australian Securities Exchange Announcement

2 May 2019

AMENDED QUARTERLY REPORT

In accordance with Listing Rule 5.3.3 Dreadnought Resources Limited (ASX: DRE) hereby provides the amended quarterly activities report accompanied with a current tenement listing.

There have been no other amendments to the quarterly report.

~Ends~

For further information please contact:

Dean Tuck Kaitlin Smith Managing Director Company Secretary Dreadnought Resources Limited Dreadnought Resources Limited P: 08 8232 8865 P: 08 8232 8865

E:dtuck@dreadnoughtresources.com E:info@dreadnoughtresources.com

Dreadnought Resources Limited Ground Floor, 70 Hindmarsh Square Adelaide SA 5000

08 8232 8865

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30 April 2019

ASX Market Announcements Australian Securities Exchange 20 Bridge Street SYDNEY NSW 2000

QUARTERLY REPORT

EXPLORATION & CORPORATE HIGHLIGHTS

• Completion of the IronRinger acquisition

• Board Changes including appointment of David Chapman, Paul Chapman and Dean Tuck

• Change of company name to Dreadnought Resources Limited

CORPORATE:

As announced during the quarter, Dreadnought Resources Limited (ASX:DRE, ‘Dreadnought’ or ‘the Company’) has been actively pursuing the acquisition of IronRinger Resources Pty Ltd which will provide substantial exploration opportunities in the Kimberley and Kalgoorlie regions of Western Australia. The acquisition was approved by shareholders at the Company’s Extraordinary General meeting held on 15 February 2019. This meant obtaining the Tarraji-Yampi project located 95kms north-east of Derby with numerous high priority nickel, copper and gold targets in the west Kimberley and the Rocky Dam gold project located 55km east of Kalgoorlie where bedrock gold mineralisation has been defined by previous drilling.

Subsequent to the quarter, highly experienced mining executives, Paul Chapman and David Chapman joined the Board of Dreadnought as Non-executive Directors and Dean Tuck joined as Managing Director. Paul Payne and Ian Gordon remain on the Company’s Board and Duncan Gordon resigned as Non-executive Chairman. The Board thanks Duncan for his contribution to the Company during his time as a Nonexecutive Director.

Dreadnought completed a non-renounceable Entitlement issue to shareholders of 1 new share for every 3 existing shares which sought to raise up to $577,000 before costs (‘Rights issue’). Approximately $350,000 was raised through the Right issue. Funds will be used to progress work on the Tarraji-Yampi Ni-Cu-Au and for working capital purposes.

The Company’s name changed to Dreadnought Resources Limited which will better reflect the Company’s goals to take calculated risks while applying current technology to find large mineral deposits.

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Figure 1: Yampi and Rocky Dam project locations

CURRENT EXPLORATION ACTIVITIES:

Tanami Joint Venture (NT) – Ramelius 85%, Tychean 15%.

During the quarter there was no field work performed by Ramelius Resources Limited (ASX: RMS) relating to the Tanami Joint Venture. Dreadnought maintains its 15% free-carried interest such that future involvement either through further contribution to the project, or by converting the interest to a 1.5% NSR royalty, will be determined upon a decision to mine.

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CONCLUDING COMMENTS

Dreadnought Resources is extremely pleased to be able to acquire the Tarraji-Yampi Ni-Cu-Au project within a proven terrain that has had limited exploration completed and numerous outcropping and walk up drill targets.

In addition, the Rocky Dam project provides the opportunity to add gold and base metal massive sulphides to the Company’s commodity mix.

Dreadnought has planned an aggressive exploration strategy for the remainder of 2019 including:

• May: Reconnaissance exploration and FLEM over priority targets

• • May/June: Corporate Roadshow
• • May/June: Surface assay results and FLEM conductors refine drill targets
• • June/July: Receive approvals for drilling
• • July/August: Commence diamond drilling of priority targets

• August/September: Drilling assay results

• August/September: Corporate Roadshow

• September/October: Follow up drilling, pending results

• • October-December: Rocky Dam exploration

Dreadnought looks forward to exploring these highly prospective projects over the coming months.

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~Ends~

For further information please contact: Dean Tuck Kaitlin Smith Managing Director Company Secretary Dreadnought Resources Limited Dreadnought Resources Limited P: 08 8232 8865 P: 08 8232 8865 E:dtuck@dreadnoughtresources.com E:info@dreadnoughtresources.com

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SCHEDULE OF INTERESTS IN MINING TENEMENTS As at 31 March 2019

Project	Tenement	Lease Name	State	Status	% Owned by DRE	Holders
Spargoville	L15/128	Kambalda West	WA	Granted	100% Registered, nil beneficially owned	DREADNOUGHT RESOURCES LTD MAXIMUS RESOURCES LTD
Spargoville	L15/255	Kambalda West	WA	Granted	100% Registered, nil beneficially owned	DREADNOUGHT RESOURCES LTD MAXIMUS RESOURCES LTD
Spargoville	M15/395	Kambalda West	WA	Granted	100% Registered, nil beneficially owned	DREADNOUGHT RESOURCES LTD MAXIMUS RESOURCES LTD
Spargoville	M15/703	Kambalda West	WA	Granted	100% Registered, nil beneficially owned	DREADNOUGHT RESOURCES LTD MAXIMUS RESOURCES LTD
Spargoville	P15/5953	Logan Dam	WA	Granted	49% Registered, nil beneficially owned	DREADNOUGHT RESOURCES LTD MAXIMUS RESOURCES LTD
Tanami	EL 27995	Officer Hills South	NT	Granted	15% Registered and Beneficially owned	DREADNOUGHT RESOURCES LTD RAMELIUS RESOURCES LTD
Tarraji-Yampi	E04/2315	Tarraji	WA	Granted	nil Registered and 80%Beneficial as a Joint Venture	WHITEWATER RESOURCES PTY LIMITED
Tarraji-Yampi	E04/2508	Yampi	WA	Granted	100%	IRONRINGER (TARRAJI) PTY LTD
Tarraji-Yampi	E04/2557	Yampi	WA	Application	100%	IRONRINGER (TARRAJI) PTY LTD
Tarraji-Yampi	E04/2572	Yampi	WA	Granted	100%	IRONRINGER (TARRAJI) PTY LTD
West Kimberley	E04/2574	Broome Creek	WA	Application	100%	IRONRINGER (TARRAJI) PTY LTD
West Kimberley	E04/2573	Napier Downs	WA	Application	100%	IRONRINGER (TARRAJI) PTY LTD
Tarraji-Yampi	E04/2608	Robinson River	WA	Application	100%	IRONRINGER (TARRAJI) PTY LTD
Rocky Dam	E25/533	Rocky Dam	WA	Granted	100%	IRONRINGER (INDUSTRIAL MINERALS) PTY LTD

Dreadnought Resources Limited Ground Floor,

70 Hindmarsh Square Adelaide SA 5000 08 8232 8865

Appendix 5B Mining exploration entity and oil and gas exploration entity quarterly report

+Rule 5.5

Appendix 5B

Mining exploration entity and oil and gas exploration entity quarterly report

Introduced 01/07/96 Origin Appendix 8 Amended 01/07/97, 01/07/98, 30/09/01, 01/06/10, 17/12/10, 01/05/13, 01/09/16

Name of entity

Dreadnought Resources Limited

ABN Quarter ended (“current quarter”) 40 119 031 864 31 March 2019

Consolidated statement of cash flows	Current quarter $A’000	Year to date (9 months) $A’000
1. Cash flows from operating activities 1.1 Receipts from customers 1.2 Payments for (a) exploration & evaluation (b) development (c) production (d) staff costs (e) administration and corporate costs 1.3 Dividends received (see note 3) 1.4 Interest received 1.5 Interest and other costs of finance paid 1.6 Income taxes paid 1.7 Research and development refunds 1.8 Other (provide details if material) 1.9 Net cash from / (used in) operating activities	- (130) 1	- (379) 3
	(129)	(376)
2. Cash flows from investing activities 2.1 Payments to acquire: (a) property, plant and equipment (b) tenements (see item 10) (c) investments (d) other non-current assets

• See chapter 19 for defined terms

1 September 2016

Page 1

Appendix 5B

Mining exploration entity and oil and gas exploration entity quarterly report

Consolidated statement of cash flows	Current quarter $A’000	Year to date (9 months) $A’000
2.2 Proceeds from the disposal of: (a) property, plant and equipment (b) tenements (see item 10) (c) investments (d) other non-current assets 2.3 Cash flows from loans to other entities 2.4 Dividends received (see note 3) 2.5 Other (provide details if material) 2.6 Net cash from / (used in) investing activities
	-	-
3. Cash flows from financing activities 3.1 Proceeds from issues of shares 3.2 Proceeds from issue of convertible notes 3.3 Proceeds from exercise of share options 3.4 Transaction costs related to issues of shares, convertible notes or options 3.5 Proceeds from borrowings 3.6 Repayment of borrowings 3.7 Transaction costs related to loans and borrowings 3.8 Dividends paid 3.9 Other (provide details if material) 3.10 Net cash from / (used in) financing activities	391 (23)	391 (23)
	368	368
4. Net increase / (decrease) in cash and cash equivalents for the period 4.1 Cash and cash equivalents at beginning of period 4.2 Net cash from / (used in) operating activities (item 1.9 above) 4.3 Net cash from / (used in) investing activities (item 2.6 above) 4.4 Net cash from / (used in) financing activities (item 3.10 above) 4.5 Effect of movement in exchange rates on cash held 4.6 Cash and cash equivalents at end of period	104 (129) 368	351 (376) - 368
	343	343

• See chapter 19 for defined terms 1 September 2016

Page 2

Appendix 5B Mining exploration entity and oil and gas exploration entity quarterly report

5. Reconciliation of cash and cash equivalents at the end of the quarter (as shown in the consolidated statement of cash flows) to the related items in the accounts	Current quarter $A’000	Previous quarter $A’000
5.1 Bank balances 5.2 Call deposits 5.3 Bank overdrafts 5.4 Other (provide details) 5.5 Cash and cash equivalents at end of quarter (should equal item 4.6 above)	343	104 - - -
	343	104

6.	Payments to directors of the entity and their associates	Current quarter
		$A'000
6.1	Aggregate amount of payments to these parties included in item 1.2	46
6.2	Aggregate amount of cash flow from loans to these parties included	-
	in item 2.3
6.3	Include below any explanation necessary to understand the transactions included in
	items 6.1 and 6.2
Director	fees

7.	Payments to related entities of the entity and their	Current quarter
	associates	$A'000
7.1	Aggregate amount of payments to these parties included in item 1.2	38
7.2	Aggregate amount of cash flow from loans to these parties included	-
	in item 2.3
7.3	Include below any explanation necessary to understand the transactions included in
	items 7.1 and 7.2

Corporate consulting fees to related entities and office expenses reimbursement.

• See chapter 19 for defined terms 1 September 2016

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Appendix 5B

Mining exploration entity and oil and gas exploration entity quarterly report

	8. Financing facilities available Add notes as necessary for an understanding of the position Total facility amount at quarter end $A’000 Amount drawn at quarter end $A’000 8.1 Loan facilities - - 8.2 Credit standby arrangements - - 8.3 Other (please specify) - - 8.4 Include below a description of each facility above, including the lender, interest rate and whether it is secured or unsecured. If any additional facilities have been entered into or are proposed to be entered into after quarter end, include details of those facilities as well.	Total facility amount at quarter end $A’000	Amount drawn at quarter end $A’000
		-	-
		-	-
		-	-

9. Estimated cash outflows for next quarter	$A’000
9.1 Exploration and evaluation 9.2 Development 9.3 Production 9.4 Staff costs 9.5 Administration and corporate costs 9.6 Other (provide details if material) 9.7 Total estimated cash outflows	200 - - - 85 -
	285

10. Changes in tenements (items 2.1(b) and 2.2(b) above)	Tenement reference and location	Nature of interest	Interest at beginning of quarter	Interest at end of quarter
10.1 Interests in mining tenements and petroleum tenements lapsed, relinquished or reduced
10.2 Interests in mining tenements and petroleum tenements acquired or increased	E04/2315 E04/2508 E04/2557 E04/2572 E04/2574 E04/2573 E04/2608 E25/533	Exploration Exploration Exploration Exploration Exploration Exploration Exploration Exploration	0% 0% 0% 0% 0% 0% 0% 0%	80% JV 100% 100% 100% 100% 100% 100% 100%

• See chapter 19 for defined terms 1 September 2016

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Appendix 5B Mining exploration entity and oil and gas exploration entity quarterly report

Compliance statement

• 1 This statement has been prepared in accordance with accounting standards and policies which comply with Listing Rule 19.11A.

• 2 This statement gives a true and fair view of the matters disclosed.

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Sign here: ......................................... Date: .2 May 2019................ (Company secretary)

Print name:......... Kaitlin Smith...............................

Notes

1. The quarterly report provides a basis for informing the market how the entity’s activities have been financed for the past quarter and the effect on its cash position. An entity that wishes to disclose additional information is encouraged to do so, in a note or notes included in or attached to this report.

2. If this quarterly report has been prepared in accordance with Australian Accounting Standards, the definitions in, and provisions of, AASB 6: Exploration for and Evaluation of Mineral Resources and AASB 107: Statement of Cash Flows apply to this report. If this quarterly report has been prepared in accordance with other accounting standards agreed by ASX pursuant to Listing Rule 19.11A, the corresponding equivalent standards apply to this report.

3. Dividends received may be classified either as cash flows from operating activities or cash flows from investing activities, depending on the accounting policy of the entity.

4. See chapter 19 for defined terms 1 September 2016

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