EARTHS ENERGY LIMITED — M&A Activity 2017

May 23, 2017

24 May 2017

ASX Release

ASX Code: CXX

REGISTRATION OF SCHEME BOOKLET

PERTH, Western Australia – 24 May 2017: Cradle Resources Limited (“Cradle” or “Company”) (ASX: CXX) is pleased to confirm that the scheme booklet (“ Scheme Booklet ”) in relation to the all-cash offer from Tremont Investments Limited (“ Tremont ”) to acquire all of the issued shares of Cradle by way of a scheme of arrangement (the “ Scheme ”) has today been registered with the Australian Securities and Investments Commission (“ ASIC ”).

If the Scheme is implemented, Cradle shareholders will receive A$0.33 per share.

The Scheme Booklet, which also contains the notice of scheme meeting, will be dispatched to Cradle shareholders by Monday, 29 May 2017. A copy of the Scheme Booklet will be released to ASX separately and will also be available on the Company's website at www.cradleresources.com.au.

Cradle shareholders should carefully read the Scheme Booklet in its entirety and the material accompanying it before deciding whether to vote in favour of the Scheme.

Scheme Meeting

The meeting of shareholders to approve the Scheme (“ Scheme Meeting ”), will be held at the Conference Room, Ground Floor, The BGC Centre, 28 The Esplanade, Perth, Western Australia on Wednesday, 28 June 2017 at 10.00am (WST).

Each shareholder’s vote is important to determining whether or not the Scheme proceeds. All shareholders (save for Tremont and its associates) registered as at 5.00pm (WST) on 26 June 2017 will be entitled to vote at the Scheme Meeting, and are encouraged to do so.

Cradle shareholders do not need to attend the Scheme Meeting in person to vote, as their vote can be made by proxy by completing the personalised proxy form enclosed in the Scheme Booklet mailed to shareholders. All proxy forms must be received by the Company's share registry by no later than 10.00am (WST) on 26 June 2017 in accordance with the directions set out in the proxy form.

Contact Information:

For further information, please contact:

Greg Swan, Company Secretary Tel: +61 8 9322 6322

T F E

www.cradleresources.com.au