HIGHFIELD RESOURCES LIMITED — Share Issue/Capital Change 2015

Feb 23, 2015

ASX Release 24 February 2015

CONVERSION OF CLASS A PERFORMANCE SHARES TO ORDINARY SHARES

Spanish potash developer, Highfield Resources Ltd. (“Highfield” or “the Company”) is pleased to advise the Class A Performance Shares have been converted to Ordinary Shares effective 24 February 2015.

Under the terms of the Company´s acquisition of its four Spanish potash projects (agreement dated 13 August 2012), 50m Class A Performance Shares were issued to shareholders of the vendor entity, KCL Resources Limited. These Class A Performance Shares were to automatically convert to ordinary shares if the following milestone was achieved:

• …delineation of a JORC Code (or equivalent) Compliant Indicated Mineral Resource of:

• (i) 150 million tonnes of potash at or above 13% K2O by content; or

• (ii) 125 million tonnes of potash at or above 14% K2O by content; or

• (iii) 100 million tonnes of potash at or above 15% K2O by content; or

• (iv) 75 million tonnes of potash at or above 17% K2O by content; or

• (v) 50 million tonnes of potash at or above 20% K2O by content.

On 24 February 2015, the Company reported an updated Mineral Resource Estimate (“MRE”) for its 100% owned Muga–Vipasca Potash Project (“Muga” or “the Project”) completed by independent mining and geology consultants, Agapito Associates, Inc. (“Agapito”). This MRE included a high grade subset of the Resource of 178 million tonnes at an average grade of 13.4% K2O. This high grade subset was calculated by Agapito and satisfies the milestone for automatic conversion of the Class A Performance Shares to Ordinary Shares in the Company.

In addition to the conversion of the Class A Performance Shares, the Company has allotted 1.5 million Ordinary Shares under the terms of the corporate advisory agreement relating to the acquisition by the Company of the four Spanish potash projects.

Pursuant to the listing rules, following the release of a cleansing statement by the Company, these shares will be immediately tradeable on the Australian Securities Exchange (“ASX”) and will rank pari passu with all currently issued share capital.

Following the conversion of the 50 million Class A Performance Shares and the allotment of 1.5 million Ordinary Shares, the Company will have 252 million Ordinary Shares on issue.

Registered Office C/– HLB Mann Judd 169 Fullarton Road Dulwich, SA 5065 Australia

Head Office Directors Calle Navas de Tolosa, Derek Carter 5 - 1°B, 31002 Richard Crookes Pamplona, Anthony Hall Spain Owen Hegarty –––––––––––––––––– Pedro Rodriguez

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Company Secretary Donald Stephens

Highfield Resources Ltd. ACN 153 918 257 ASX: HFR Issued Capital 252.0 million shares 51.5 million performance shares 39.5 million options

Tel: +61 8 8133 5098 Tel: +34 948 050 577 Fax: +61 8 8431 3502 Fax: +34 948 050 578

For More Information

Anthony Hall Simon Hinsley Nuala Gallagher / Simon Hudson Managing Director APAC Investor Relations UK Investor Relations Ph: +34 617 872 100 Ph: +61 401 809 653 Ph: +44 207 920 3150

About Highfield Resources

Highfield Resources is an ASX-listed potash company with four 100%-owned projects located in Spain.

Highfield’s Muga, Vipasca, Los Pintanos, and Sierra del Perdón potash projects are located in the Ebro potash producing basin in Northern Spain covering a project area of close to 400km[2] . The Sierra del Perdón project includes two former operating mines. The Company has completed a preliminary feasibility study (PFS) for its Muga Project and is currently working towards completing a definitive feasibility study (DFS) by the end of the first quarter 2015.

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Figure 1: Location of Highfield´s Muga-Vipasca, Pintano and Sierra del Perdón Projects in Northern Spain

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