NEURIZER LTD — Capital/Financing Update 2018

Jun 24, 2018

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Monday, 25 June 2018: ASX ANNOUNCEMENT (ASX: LCK)

Share Placement Cleansing Notice

Issue of fully paid ordinary shares – secondary trading notice – notice pursuant to paragraph 708A(5)(e) of the Corporations Act 2001 (“Act”)

On 25 June 2018, Leigh Creek Energy Limited (“Company”) issued 36,867,647 fully paid ordinary shares in the capital of the Company at an issue price of A$0.16 per share (“Shares”) to raise $5.9m.

The Corporations Act restricts the on-sale of securities issued without disclosure, unless the sale is exempt under section 708 or 708A(5) of the Act.

Leigh Creek Energy Limited hereby notifies ASX under paragraph 708A(5)(e) of the Act that:

1. The Company has made an issue of new ordinary shares in the Company under a private placement arrangement without disclosure to investors under Part 6D.2 of the Corporations Act 2001 (Cth) ( Corporations Act );

2. This notice is being given under section 708A(5)(e) of the Corporations Act;

3. As at the date of this notice the Company has complied with the provisions of Chapter 2M and section 674 of the Corporations Act as they apply to the Company; and

4. As at the date of this notice, there is no information that is ‘excluded information’ within the meaning of sections 708A(7) and 708A(8) of the Act.

Jordan Mehrtens Company Secretary

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T: (08) 8132 9100 W: www.lcke.com.au E: contactus@lcke.com.au

Leigh Creek Energy Limited A: L11, 19 Grenfell St, Adelaide SA 5000 ACN: 107 531 822

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Monday, 25 June 2018: ASX ANNOUNCEMENT (ASX: LCK)

Share Placement

Notice under ASX Listing Rule 7.1A.4(b) & 3.10.5A

Leigh Creek Energy Limited (“Company”) provides notice to the ASX for the purposes of ASX Listing Rule 3.10.5A and ASX Listing Rule 7.1A.4(b) that on 25 June 2018 it issued 36,867,647 new fully paid ordinary shares in the Company (“Shares”), of which 22,891,295 were issued in accordance with ASX Listing Rule 7.1A (“7.1A Placement”).

The issue price was A$0.16 per Share, with a total of $3.66m in funds raised before costs with respect to the 7.1A Placement.

Pursuant to the provisions of ASX Listing Rule 3.10.5A, and respect of the 22,891,295 Shares issued under ASX Listing Rule 7.1A, the Company provides the following information:

1. The 7.1A Placement of the 22,891,295 Shares pursuant to ASX Listing Rule 7.1A represented 5.5% of the expanded ordinary shares on issue in the Company prior to placement, resulting in dilution to the existing holders of ordinary shares in the Company by that percentage. Details of the dilution to existing holders of ordinary securities caused by the issue:

Number of fully paid ordinary shares on issue pre-Placement (W): 415,912,956 Number of Placement shares issued under Listing Rule 7.1 (X): 13,976,352 Number of Placement shares issued under Listing Rule 7.1A (Y): 22,891,295 Total number of shares on issue post-Placement (Z=W+X+Y): 452,780,603

Percentage of post-Placement shares held by pre-Placement 91.86% security holders (W/Z):

1. The shares were issued to sophisticated and professional investors with funds raised directed towards the operation of the Pre-Commercial ISG Demonstration facility at the Leigh Creek Energy Project, the Feasibility Study for the Company’s small scale power plant, drilling associated with the Company’s small scale power plant, and working capital. The 7.1A Placement was completed and has been followed by an offer to all eligible shareholders under a Share Purchase Plan;

2. No underwriting arrangements were entered into in respect to the 7.1A Placement;

3. A total of $219,756 in fees and costs were incurred in connection with the 7.1A Placement.

For further information contact:

Tony Lawry | Corporate and Investor Relations T: +61 (0) 412 467 160 | E: tony.lawry@lcke.com.au

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T: (08) 8132 9100 W: www.lcke.com.au E: contactus@lcke.com.au

Leigh Creek Energy Limited A: L11, 19 Grenfell St, Adelaide SA 5000 ACN: 107 531 822

About Leigh Creek Energy

Leigh Creek Energy Limited ( LCK ) is an emerging energy company focused on developing its Leigh Creek Energy Project ( LCEP ), located in South Australia. The LCEP will produce high value products such as electricity, methane (synthetic natural gas) and ammonium nitrate products (fertiliser and industrial explosives) from the remnant coal resources at Leigh Creek, utilising In Situ Gasification ( ISG ) technologies, and will provide long term stability and economic development opportunities to the communities of the Upper Spencer Gulf, northern Flinders Ranges and South Australia.

The Company is committed to developing the LCEP using a best practice approach to mitigate the technical, environmental and financial project risks.

LCK acknowledges and respects the Adnyamathanha people, the Traditional Owners of the land on which its operations occur and pays its respects to their Elders past and present.

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T: (08) 8132 9100 W: www.lcke.com.au E: contactus@lcke.com.auPage 2 of 2

Leigh Creek Energy Limited A: L11, 19 Grenfell St, Adelaide SA 5000 ACN: 107 531 822

Appendix 3B New issue announcement

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

Leigh Creek Energy Limited

ABN

31 107 531 822

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 be issued 2 Number of+securities issued or to be issued (if known) or maximum number which may be issued 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)	Ordinary Shares
	36,867,647
	Fully Paid

• See chapter 19 for defined terms.

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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) 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	Yes
	$0.16 Per Share
	Placement to raise funds for project development and working capital
	Yes
	29 November 2017
	13,976,352
	22,891,295

• See chapter 19 for defined terms.

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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 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)	Nil	Nil
	Nil
	Yes Issue date: 25 June 2018 15 day VWAP: 18.6c Issue Price: 16c (14% discount)
	Not Applicable
	Rule 7.1:45,860,591 Rule 7.1A: Nil
	25 June 2018
	Number	+Class
	452,780,603	Ordinary Shares

• See chapter 19 for defined terms.

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9 Number and+class of all+securities not quoted on ASX (_including_the +securities in section 2 if applicable)	Number	+Class
	1,000,000 1,000,000 1,250,000 9,192,250 6,000,000 800,000 1,500,000 4,000,000 24,742,250	Unlisted options expiring 14 October 2019. Unlisted options expiring 14 October 2020. Unlisted options expiring 31 July 2020. Unlisted options expiring 30 November 2020. Unlisted options expiring 31 October 2018. Unlisted options expiring 8 May 2021. Unlisted options expiring 10 May 2019. Unlisted options expiring 10 October 2021. Total unlisted options

10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)	Not applicable

Part 2 - Pro rata issue

art 2 - Pro rata issue
11 Is security holder approval required? 12 Is the issue renounceable or non- renounceable? 13 Ratio in which the+securities will be offered 14 +Class of+securities to which the offer relates 15 +Record date to determine entitlements	Not applicable

• See chapter 19 for defined terms.

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16	Will holdings on different registers	Will holdings on different registers
	(or subregisters) be aggregated	for
	calculating entitlements?
17	Policy for deciding entitlements in
	relation to fractions
18	Names of countries in which	the
	entity has security holders who will
	not be sent new offer documents
	Note: Security holders must be told how	their
	entitlements are to be dealt with.
	Cross reference: rule 7.7.
19	Closing date for receipt	of
	acceptances or renunciations

• See chapter 19 for defined terms.

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20	Names of any underwriters
21	Amount of any underwriting fee or
	commission
22	Names of any brokers to the issue
23	Fee or commission payable to the
	broker to the issue
24	Amount of any handling fee payable
	to brokers who lodge acceptances or
	renunciations on behalf of security
	holders
25	If the issue is contingent on security
	holders’ approval, the date of the
	meeting
26	Date entitlement and acceptance
	form and offer documents will be
	sent to persons entitled
27	If the entity has issued options, and
	the terms entitle option holders to
	participate on exercise, the date on
	which notices will be sent to option
	holders
28	Date rights trading will begin (if
	applicable)
29	Date rights trading will end (if
	applicable)
30	How do security holders sell their
	entitlements_in full_through a
	broker?
31	How do security holders sell_part_of
	their entitlements through a broker
	and accept for the balance?

• See chapter 19 for defined terms.

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• 32 How do security holders dispose of their entitlements (except by sale through a broker)?

• 33 +Issue date

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.

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Entities that have ticked box 34(b)

tities 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) 42 Number and+class of all+securities quoted on ASX (_including_the +securities in clause 38)
	Number	+Class

• See chapter 19 for defined terms.

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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.

Sign here:

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Date: 25 June 2018 Company Secretary

Print name: Jordan Mehrtens

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

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

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Insert number of fully paid [+] ordinary 332,368,051
securities on issue 12 months before the
+ issue date or date of agreement to issue
Add the following: 66,544,905 issued 27 October 2017 and
approved by shareholders on 13 October
• Number of fully paid [+] ordinary 2017.
securities issued in that 12 month
period under an exception in rule 7.2
• Number of fully paid [+] ordinary
securities issued in that 12 month
period with shareholder approval
• Number of partly paid [+] ordinary
securities that became fully paid in that
12 month period
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 Nil
+ ordinary securities cancelled during that
12 month period
“A” 398,912,956
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• See chapter 19 for defined terms.

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Step 2: Calculate 15% of “A”
“B”	0.15 [Note: this value cannot be changed]
Multiply“A” by 0.15	59,836,943
Step 3: Calculate “C”, the amount of placement capacity under rule 7.1 that has already been used
Insertnumber of+equity securities issued 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	13,976,352 issued on 25 June 2018.
“C”	13,976,352
Step 4: Subtract “C” from [“A” x “B”] to calculate remaining placement capacity under rule 7.1
“A” x 0.15 Note: number must be same as shown in Step 2	59,836,943
Subtract“C” Note: number must be same as shown in Step 3	13,976,352
Total[“A” x 0.15] – “C”	45,860,591 [Note: this is the remaining placement capacity under rule 7.1]

• See chapter 19 for defined terms.

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Part 2

Rule 7.1A – Additional placement capacity for eligible entities

art 2	art 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	398,912,956
Step 2: Calculate 10% of “A”
“D”	0.10 Note: this value cannot be changed
Multiply“A” by 0.10	39,891,295
Step 3: Calculate “E”, the amount 7.1A that has already been used	of placement capacity under rule
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	17,000,000 issued on 16 August 2017. 22,891,295 issued on 25 June 2018.
“E”	39,891,295

• See chapter 19 for defined terms.

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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	39,891,295
Subtract“E” Note: number must be same as shown in Step 3	39,891,295
Total[“A” x 0.10] – “E”	Nil Note: this is the remaining placement capacity under rule 7.1A

• See chapter 19 for defined terms.

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