NEURIZER LTD — Capital/Financing Update 2016

Jun 6, 2016

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)	Quoted Options to subscribe for fully paid ordinary shares in the capital of the Company.
	17,687,463
	Exercise Price: $0.50 Expiry Date: 6 June 2018

• See chapter 19 for defined terms.

Appendix 3B Page 1

04/03/2013

Appendix 3B New issue announcement

4 Do the[+] securities rank equally in No, the quoted options will be a new quoted all respects from the[+] issue date class. The Shares issued upon exercise of the +with an existing securities?[+] class of quoted options will rank equally with existing Shares on issue. 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 Nil 6 Purpose of the issue In accordance with the Prospectus dated 9 May (If issued as consideration for the 2016, options to those shareholders issued and acquisition of assets, clearly allotted shares under the placement on 9 May identify those assets) 2016. 6a Is the entity an[+] eligible entity that Yes. 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 19 November 2015 resolution under rule 7.1A was passed 6c Number of +securities issued 17,687,463 without security holder approval under rule 7.1 6d Number of[+] securities issued with Nil security holder approval under rule 7.1A

• See chapter 19 for defined terms.

Appendix 3B Page 2

04/03/2013

Appendix 3B New issue announcement

6e Number of[+] securities issued with Nil security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting) 6f Number of[+] securities issued under Nil an exception in rule 7.2 6g If[+] securities issued under rule Not applicable 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 Not applicable 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 Rule 7.1: 4,567,435 issue capacity under rule 7.1 and rule 7.1A – complete Annexure 1 Rule 7.1A: Nil and release to ASX Market Announcements 7 +Issue dates 7 June 2016 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. Number +Class 8 Number and +class of all 265,894,441 Ordinary Shares +securities quoted on ASX (Note: of which ( including the[+] securities in section 104,767,190 are restricted 2 if applicable) until July 3 2017 and 33,544,493 are restricted until June 29 2016.) 17,687,463 Options exercisable at $0.50 on or before 6 June 2018.

• See chapter 19 for defined terms.

Appendix 3B Page 3

04/03/2013

Appendix 3B New issue announcement

9 Number and +class of all +securities not quoted on ASX (_including_the+securities in section 2 if applicable) 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)	Number	+Class
	1,000,000 1,000,000 2,000,000 10,250,000 14,250,000	Exercise price $0.212 Expiry 19.10.2019 Exercise price $0.25 Expiry 19.10.2020 Exercise price $1.50 Expiry 31.07.2020 Exercise price $0.30 Expiry 30.11.2020 Total unlisted options
	As per all other securities.

Part 2 - Pro rata issue

11 Is security holder approval Not applicable required? 12 Is the issue renounceable or nonrenounceable? 13 Ratio in which the[+] securities will be offered 14 +Class of +securities to which the offer relates 15 +Record date to determine entitlements 16 Will holdings on different registers (or subregisters) be aggregated for calculating entitlements? 17 Policy for deciding entitlements in relation to fractions

• See chapter 19 for defined terms.

Appendix 3B Page 4

04/03/2013

Appendix 3B New issue announcement

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.

Appendix 3B Page 5

04/03/2013

Appendix 3B New issue announcement

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.

Appendix 3B Page 6

04/03/2013

Appendix 3B New issue announcement

• 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.

Appendix 3B Page 7

04/03/2013

Appendix 3B New issue announcement

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.

Appendix 3B Page 8

04/03/2013

Appendix 3B New issue announcement

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: Date: 7 June 2016 Company secretary

Print name: Jordan Mehrtens

• See chapter 19 for defined terms.

Appendix 3B Page 9

04/03/2013

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

• Insert number of fully paid[+] ordinary 92,207,789 securities on issue 12 months before the + issue date or date of agreement to issue Add the following: 138,311,683 Ordinary Shares issued pursuant to shareholder approval at the

• • Number of fully paid[+] ordinary securities Extraordinary General Meeting held on 27 issued in that 12 month period under an May 2015. 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[+] ordinary Nil securities cancelled during that 12 month period “A” 230,519,472

• See chapter 19 for defined terms.

Appendix 3B Page 10

04/03/2013

Appendix 3B New issue announcement

Step 2: Calculate 15% of “A”

Step 2: Calculate 15% of “A”	Step 2: Calculate 15% of “A”
“B”	0.15 [Note: this value cannot be changed]
Multiply“A” by 0.15	34,577,920
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	12,323,022 ordinary shares (issued on 9 May 2016) 17,687,463 quoted options (issued 7 June 2016)
“C”	30,010,485
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	34,577,920
Subtract“C” Note: number must be same as shown in Step 3	30,010,485
Total[“A” x 0.15] – “C”	4,567,435 [Note: this is the remaining placement capacity under rule 7.1]

placement capacity under rule 7.1
“A” x 0.15	34,577,920
Note: number must be same as shown in
Step 2
Subtract“C”	30,010,485
Note: number must be same as shown in
Step 3
Total[“A” x 0.15] – “C”	4,567,435
	[Note: this is the remaining placement
	capacity under rule 7.1]

• See chapter 19 for defined terms.

Appendix 3B Page 11

04/03/2013

Appendix 3B New issue announcement

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

230,519,472

Step 2: Calculate 10% of “A”

“D” 0.10 Note: this value cannot be changed Multiply “A” by 0.10 23,051,947

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

Insert number of[+] equity securities issued 23,051,947 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” 23,051,947

• See chapter 19 for defined terms.

Appendix 3B Page 12

04/03/2013

Appendix 3B New issue announcement

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

Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A	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	23,051,947
Subtract“E” Note: number must be same as shown in Step 3	23,051,947
Total[“A” x 0.10] – “E”	Nil Note: this is the remaining placement capacity under rule 7.1A

• See chapter 19 for defined terms.

Appendix 3B Page 13

04/03/2013

CRA/COMPUTERSHARE INVESTOR SERVICES PTY LTD  ***       Range Of Units Summary OPTIONS       ***
  LEIGH CREEK ENERGY LIMITED/LCK                       A.C.N. 107 531 822
                       1        1001        5001       10001      100001                                       * TOTAL *
                      to          to          to          to          to
                    1000        5000       10000      100000       (MAX)
OPL                /LISTED OPTS @ $0.50 E 06/06/18
   Holders
      Issuer                       1           3          26           2                                              32
      Chess                                    7          62          17                                              86
      Total                        1          10          88          19                                             118
   Units
      Issuer                    3333       24999     1064993      944999                                         2038324
      Chess                                59998     2731648    12857493                                        15649139
      Total                     3333       84997     3796641    13802492                                        17687463
TOTAL HOLDERS FOR CLASSES SELECTED                                                         118
TOTAL UNITS    "    "         "                                                       17687463

***      T O P     2 0     H O L D E R S       ***

  LEIGH CREEK ENERGY LIMITED/LCK                      07/06/16             A.C.N. 107 531 822

CLASS: OPL/LISTED OPTS @ $0.50 E 06/06/18

 NAME AND ADDRESS                                           UNITS       % I/C      RANK
                RBC INVESTOR SERVICES                                     3,350,000    18.94         1
                AUSTRALIA NOMINEES PTY LIMITED
                <BKCUST A/C>
                UBS NOMINEES PTY LTD                                      3,065,000    17.33         2
                J P MORGAN NOMINEES AUSTRALIA                             1,979,166    11.19         3
                LIMITED
                BART PROPERTIES PTY LTD                                     833,333     4.71         4
                <SCOTT FLYNN FAMILY A/C>
                BNP PARIBAS NOMINEES PTY LTD                                833,333     4.71         5
                <GLOBAL PRIME OMNI DRP>
                NATIONAL NOMINEES LIMITED                                   833,333     4.71         6
                <DB A/C>
                CITICORP NOMINEES PTY LTD                                   333,333     1.88         7
                HSBC CUSTODY NOMINEES                                       333,333     1.88         8
                (AUSTRALIA) LIMITED - A/C 3
                MERRILL LYNCH (AUSTRALIA)                                   333,333     1.88         9
                NOMINEES PTY LIMITED
                TAYCOL NOMINEES PTY LTD                                     333,333     1.88        10
                EQUIPMENT COMPANY OF AUSTRALIA                              291,666     1.65        11
                PTY LIMITED
                MR JAN-PER HOLE                                             221,666     1.25        12
                MR CHRISTOPHER BAYLISS &                                    166,666     0.94        13
                MRS LYNDA BAYLISS
                <BAYLISS SUPER FUND A/C>
                JENNIFER ARNOLD PTY LIMITED                                 166,666     0.94        14
                <THE ARNOLD SUPER FUND A/C>
                LINOR PTY LTD                                               166,666     0.94        15
                <P E GIBLIN P/L SBF A/C>
                PURFLEM SUPER PTY LTD                                       166,666     0.94        16
                <FLEMMING PROMOTIONS S/F A/C>
                DAVID JOHN IRON                                             150,000     0.85        17
                <IRON FILINGS RETIREMENT A/C>
                DIAMED SUPER PTY LTD                                        133,333     0.75        18
                <DIAMED SUPER FUND A/C>
                HARDHAM PENSION FUND PTY LTD                                111,666     0.63        19
                <MISTMAR PENSION FUND A/C>
                MR LAURENCE EISENTRAGER                                     100,000     0.57        20
                ***  REPORT  TOTAL  ***                                  13,902,492    78.60
                ***    REMAINDER   ***                                    3,784,971    21.40
                                                                     -----------------------
                ***  GRAND  TOTAL  ***                                   17,687,463   100.00