KINGSROSE MINING LIMITED — Capital/Financing Update 2017

Jun 29, 2017

SUBJECT TO DEED OF COMPANY ARRANGEMENT

ASX Announcement 30 June 2017

ASIC Relief

Kingsrose Mining Limited (subject to deed of company arrangement) ( Kingsrose or the Company ) advises that it has been granted relief by the Australian Securities and Investments Commission ( ASIC ) in relation to section 713 and section 9 of the Corportions Act 2001 (Cth) ( Act ) on the terms set out in the attached instrument ( Relief ).

At the general meeting of Kingsrose shareholders to be held on Friday 28 July 2017 ( General Meeting), shareholders will be asked to consider resolutions relating to:

• the issue of shares as part of debt restructure agreements reached between the Company and its secured creditors ( Creditors ) in February 2017; and

• the issue of shares to a number of professional and sophisticated investors who have lent money to the Company under secured convertible loan facilities ( Convertible Loan Facility ),

(together, the Resolutions ).

If the Resolutions are approved by shareholders, in order to ensure that the shares to be issued to the Creditors and the lenders under the Convertible Loan Facility ( Shares ) are freely tradeable, the Company intends to raise a nominal amount ( Offer ) under a disclosure document. The Offer would be made primarily for the purpose of section 708A(11) of the Act to remove any trading restrictions on the Shares.

The Relief granted by ASIC allows the Company to issue a transaction specific prospectus under section 713 of the Act in respect of the Offer rather than a full form prospectus under section 710 of the Act.

On 15 March 2017 the Company announced that it was relying on a relief granted by ASIC to certain companies under administration in accordance with section 8(1)(e) of ASIC Corporations (Externally Administered Bodies) Instrument 2015/251 ( Instrument 2015/251 ) to defer the lodgement of its half yearly reports for the period ended 31 December 2016. As a result of the Company’s reliance on the relief available under Instrument 2015/251, its securities do not technically fall within the definition of “continuously quoted securities”. As a result, absent the Relief, the Company would not be eligible to issue a transaction specific prospectus under section 713 of the Act

==> picture [595 x 115] intentionally omitted <==

----- Start of picture text ----- 8/150 Hay Street, Subiaco WA 6008 | P (08) 9381 5588PO Box 8326, Subiaco East WA 6008info@kingsrosemining.com.au | www.kingsrosemining.com.au | ASX: KRMABN: 49 112 389 910----- End of picture text -----

SUBJECT TO DEED OF COMPANY ARRANGEMENT

in respect of the Offer and would instead be required to issue a full form prospectus under section 710 of the Act.

The effect of the Relief is to permit the Company to make the Offer under a transaction specific specific prospectus under section 713 of the Act. If the Resolutions are approved by shareholders, the Company intends to lodge a transaction specific prospectus with ASIC in respect of the Offer shortly after the General Meeting.

-ENDS-

Enquiries: Michael Ryan, Ian Francis and Eileen Chan FTI Consulting +61 8 9321 8533

==> picture [595 x 115] intentionally omitted <==

----- Start of picture text ----- 8/150 Hay Street, Subiaco WA 6008 | P (08) 9381 5588PO Box 8326, Subiaco East WA 6008info@kingsrosemining.com.au | www.kingsrosemining.com.au | ASX: KRMABN: 49 112 389 910----- End of picture text -----

==> picture [458 x 740] intentionally omitted <==

==> picture [452 x 738] intentionally omitted <==