HAWK RESOURCES LIMITED. — Capital/Financing Update 2017

Jun 27, 2017

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement, application for quotation of additional securities and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12, 04/03/13

Name of entity

Alderan Resources Limited

ABN

55 165 079 201

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

• 1 +Class of +securities issued or to Unlisted Options be issued

• 2 Number of[+] securities issued or (A) 275,000 to be issued (if known) or (B) 275,000

• maximum number which may be issued (C) 275,000 (D) 275,000

• See chapter 19 for defined terms.

04/03/2013

Appendix 3B Page 1

3 Principal terms of the+securities (e.g. if options, exercise price and expiry date; if partly paid +securities, the amount outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion)

(A) Unlisted options exercisable at $0.30, expiring on 27/06/2021. (B) Unlisted call options exercisable at $0.40, expiring on 27/06/2021. (C) Unlisted call options exercisable at $0.60, expiring on 27/06/2021. (D) Unlisted call options exercisable at $0.80, expiring on 27/06/2021. Vesting Conditions: - 300,000 Options are to vest immediately, that is 75,000 of each class listed above; - 400,000 Options are to vest on 27/06/2018, that is 100,000 of each class listed above; and - 400,000 Options are to vest on 27/06/2019, that is 100,000 of each class listed above.

4 Do the+securities rank equally in all respects from the+issue date with an existing+class of quoted +securities? If the additional+securities do not rank equally, please state: • the date from which they do • the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment • the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment 5 Issue price or consideration 6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets)	No, shares issued on the exercise of options will rank equally with existing quoted securities.
	Nil consideration
	The options are being issued to a participant of the Company’s Long Term Incentive Plan to provide an incentive for future performance

6a Is the entity an+eligible entity that has obtained security holder approval under rule 7.1A? If Yes, complete sections 6b – 6h in relation to the+securities the subject of this Appendix 3B, and comply with section 6i 6b The date the security holder resolution under rule 7.1A was passed 6c Number of +securities issued without security holder approval under rule 7.1 6d Number of +securities issued with security holder approval under rule 7.1A 6e Number of +securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting) 6f Number of +securities issued under an exception in rule 7.2 6g If+securities issued under rule 7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the+issue date and both values. Include the source of the VWAP calculation. 6h If+securities were issued under rule 7.1A for non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements 6i Calculate the entity’s remaining issue capacity under rule 7.1 and rule 7.1A – complete Annexure 1 and release to ASX Market Announcements	No
	N/A
	Nil
	Nil
	Nil
	1,100,000
	N/A
	N/A
	7.1) 16,194,586 7.1A) Nil

• See chapter 19 for defined terms.

04/03/2013

Appendix 3B Page 3

7 +Issue dates Note: The issue date may be prescribed by ASX (refer to the definition of issue date in rule 19.12). For example, the issue date for a pro rata entitlement issue must comply with the applicable timetable in Appendix 7A. Cross reference: item 33 of Appendix 3B. 8 Number and +class of all +securities quoted on ASX (including the +securities in section 2 if applicable)	27/06/17
	Number	~~+~~Class
	107,963,908	Fully Paid Ordinary Shares - 694,365 shares subject to ASX escrow to 27/09/17 - 3,046,666 shares subject to ASX escrow to 23/12/17 - 163,333 shares subject to ASX escrow to 09/01/18 - 42,801,524 shares subject to ASX escrow to 09/06/19

9 Number and +class of all +securities not quoted on ASX (including the +securities in section 2 if applicable)	Number	~~+~~Class
	1,800,000 1,000,000 3,370,000 2,070,000 2,070,000 2,070,000 1,777,454 2,300,000 2,300,000 275,000 275,000 275,000	Unlisted options, exercisable at $0.20, expiring 22/02/2021, vesting on 22/02/2018 Unlisted options, exercisable at $0.20, expiring 22/02/2022 and vesting after 22/02/2018, and upon various performance milestones. Unlisted options, exercisable at $0.30, expiring 22/02/2021, vesting on 22/02/2018 Unlisted options, exercisable at $0.40, expiring 22/02/2021, vesting on 22/02/2018 Unlisted options, exercisable at $0.60, expiring 22/02/2021, vesting on 22/02/2019 Unlisted options, exercisable at $0.80, expiring 22/02/2021, vesting on 22/02/2019 Unlisted options, exercisable at $0.20 expiring 22/02/2020 Unlisted options, exercisable at $0.30 expiring 31/05/2020, Unlisted options, exercisable at $0.40 expiring 31/05/2020 Unlisted options exercisable at $0.30, expiring on 27/06/2021. 75,000 are to vest immediately, 100,000 are to vest on 27/06/2018 and 100,000 are to vest on 27/06/2019. Unlisted options exercisable at $0.40, expiring on 27/06/2021. 75,000 are to vest immediately, 100,000 are to vest on 27/06/2018 and 100,000 are to vest on 27/06/2019. Unlisted options exercisable at $0.60, expiring on 27/06/2021. 75,000 are to vest immediately, 100,000 are to vest on 27/06/2018 and 100,000 are to vest on 27/06/2019.

• See chapter 19 for defined terms.

04/03/2013

Appendix 3B Page 5

275,000 Unlisted options exercisable at $0.80, expiring on 27/06/2021. 75,000 are to vest immediately, 100,000 are to vest on 27/06/2018 and 100,000 are to vest on 27/06/2019.

• 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)

N/A

Part 2 - Pro rata issue - NOT APPLICABLE, DELETED

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

• 34 Type of[+] securities ( tick one )

• (a) +Securities described in Part 1

• (b)[All other ][+][securities ]

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

35 If the[+] securities are[+] equity securities, the names of the 20 largest holders of the additional[+] securities, and the number and percentage of additional[+] securities held by those holders

36 If the[+] securities are[+] equity securities, a distribution schedule of the additional +securities setting out the number of holders in the categories 1 - 1,000 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 and over

37 A copy of any trust deed for the additional[+] securities

• See chapter 19 for defined terms.

Appendix 3B Page 6

04/03/2013

Entities that have ticked box 34(b)

• 38 Number of[+] securities for which +quotation is sought

• 39 +Class of +securities for which quotation is sought

• 40 Do the[+] securities rank equally in all respects from the[+] issue date with an existing[+] class of quoted +securities? If the additional[+] securities do not rank equally, please state: • the date from which they do • the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment

• the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment

• 41 Reason for request for quotation now

Example: In the case of restricted securities, end of restriction period

(if issued upon conversion of another[+] security, clearly identify that other[+] security)

Number +Class

42 Number and +class of all +securities quoted on ASX ( including the[+] securities in clause 38)

• See chapter 19 for defined terms.

04/03/2013

Appendix 3B Page 7

Quotation agreement

• 1 +Quotation of our additional +securities is in ASX’s absolute discretion. ASX may quote the[+] securities on any conditions it decides.

• 2 We warrant the following to ASX.

• The issue of the[+] securities to be quoted complies with the law and is not for an illegal purpose.

• There is no reason why those[+] securities should not be granted +quotation.

• An offer of the[+] securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

  • Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

• Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any[+] securities to be quoted and that no-one has any right to return any[+] securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the[+] securities be quoted.

• If we are a trust, we warrant that no person has the right to return the +securities to be quoted under section 1019B of the Corporations Act at the time that we request that the[+] securities be quoted.

• 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.

• 4 We give ASX the information and documents required by this form. If any information or document is not available now, we will give it to ASX before +quotation of the +securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

28 June 2017 Sign here: ............................................................ Date: ......................... Company secretary

Brett Tucker Print name: .........................................................

== == == == ==

• See chapter 19 for defined terms.

Appendix 3B Page 8

04/03/2013

Appendix 3B – Annexure 1

Calculation of placement capacity under rule 7.1 and rule 7.1A for eligible entities

Introduced 01/08/12 Amended 04/03/13

Part 1

Rule 7.1 – Issues exceeding 15% of capital

Step 1: Calculate “A”, the base figure from which the placement capacity is calculated

==> picture [415 x 403] intentionally omitted <==

----- Start of picture text -----

Insert number of fully paid [+] ordinary 46,561,018
securities on issue 12 months before the
+ issue date or date of agreement to issue
Add the following:
• Number of fully paid [+] ordinary securities
issued in that 12 month period under an
exception in rule 7.2
• Number of fully paid [+] ordinary securities 18,902,890 – Pre-IPO share issues
issued in that 12 month period with
shareholder approval 42,500,000 – IPO public offer
• Number of partly paid [+] ordinary
securities that became fully paid in that
12 month period Nil
Note:
• Include only ordinary securities here –
other classes of equity securities cannot
be added
• Include here (if applicable) the securities
the subject of the Appendix 3B to which
this form is annexed
• It may be useful to set out issues of
securities on different dates as separate
line items
Subtract the number of fully paid [+] ordinary Nil
securities cancelled during that 12 month
period
“A” 107,963,908
----- End of picture text -----

• See chapter 19 for defined terms.

04/03/2013

Appendix 3B Page 9

Step 2: Calculate 15% of “A”

“B” 0.15 [Note: this value cannot be changed] Multiply “A” by 0.15 16,194,586

Step 3: Calculate “C”, the amount of placement capacity under rule 7.1 that has already been used

Insert number of[+] equity securities issued Nil or agreed to be issued in that 12 month period not counting those issued:

• Under an exception in rule 7.2 • Under rule 7.1A

• With security holder approval under rule 7.1 or rule 7.4

• Note:

• This applies to equity securities, unless specifically excluded – not just ordinary securities

• • Include here (if applicable) the securities the subject of the Appendix 3B to which this form is annexed

• • It may be useful to set out issues of securities on different dates as separate line items

• “C” Nil

Step 4: Subtract “C” from [“A” x “B”] to calculate remaining placement capacity under rule 7.1

“A” x 0.15 16,194,586 Note: number must be same as shown in Step 2 Subtract “C” Nil Note: number must be same as shown in Step 3 Total [“A” x 0.15] – “C” 16,194,586 [Note: this is the remaining placement capacity under rule 7.1]

• See chapter 19 for defined terms.

Appendix 3B Page 10

04/03/2013

Part 2

Part 2	Part 2
Rule 7.1A – Additional placement capacity for eligible entities
Step 1: Calculate “A”, the base figure from which the placement capacity is calculated
“A” Note: number must be same as shown in Step 1 of Part 1
Step 2: Calculate 10% of “A”
“D”	0.10 Note: this value cannot be changed
Multiply“A” by 0.10
Step 3: Calculate “E”, the amount of placement capacity under rule 7.1A that has already been used
Insertnumber of+equity securities issued or agreed to be issued in that 12 month period under rule 7.1A Notes: • This applies to equity securities – not just ordinary securities • Include here – if applicable – the securities the subject of the Appendix 3B to which this form is annexed • Do not include equity securities issued under rule 7.1 (they must be dealt with in Part 1), or for which specific security holder approval has been obtained • It may be useful to set out issues of securities on different dates as separate line items
“E”

• See chapter 19 for defined terms.

04/03/2013

Appendix 3B Page 11

Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A

“A” x 0.10 Note: number must be same as shown in Step 2 Subtract “E” Note: number must be same as shown in Step 3 Total [“A” x 0.10] – “E” Note: this is the remaining placement capacity under rule 7.1A

• See chapter 19 for defined terms.

Appendix 3B Page 12

04/03/2013