NORONEX LIMITED — Capital/Financing Update 2017

Nov 13, 2017

Lustrum Minerals Ltd (ACN 609 594 005) Supplementary Prospectus

IMPORTANT NOTICE

This Supplementary Prospectus is dated 31 August 2017 and is supplementary to the Prospectus dated 21 August 2017 issued by Lustrum Minerals Ltd ( Company ) in respect of the offer of 25,000,000 Shares at A$0.20 each to raise a total of A$5,000,000 ( Prospectus ).

A copy of this Supplementary Prospectus was lodged with ASIC on 31 August 2017. None of ASIC, ASX or their respective officers take any responsibility for the content of this Supplementary Prospectus.

This Supplementary Prospectus must be read together with the Prospectus. If there is any conflict between this Supplementary Prospectus and the Prospectus, this Supplementary Prospectus will prevail. Unless otherwise indicated, terms and abbreviations defined and used in the Prospectus have the same meaning in this Supplementary Prospectus.

This Supplementary Prospectus will be issued with the Prospectus as an electronic prospectus and may be accessed on the Company’s website at http://www.lustrumminerals.com.au/. The Company will send a copy of this Supplementary Prospectus to all Applicants who have subscribed for Shares pursuant to the Prospectus prior to the date of this Supplementary Prospectus.

This Supplementary Prospectus and the Prospectus are important documents that should be read in their entirety. If you have any questions about it, you should consult your professional advisers without delay.

General

1.1 Effect of this Supplementary Prospectus

This Supplementary Prospectus has been prepared to amend the Prospectus

The Company must give Applicants under the Prospectus who have lodged Applications prior to the date of this Supplementary Prospectus:

• (a) a copy of this Supplementary Prospectus; and

• (b) 1 month from the date of this Supplementary Prospectus to withdraw their Applications and be repaid.

1.2 Action required by existing Investors

The following applies to investors who HAVE previously submitted an

Application Form under the Offer.

A copy of the Supplementary Prospectus will be sent to all Applicants who have subscribed for Shares under the Prospectus prior to the date of this Supplementary Prospectus. In accordance with section 724 of the Corporations Act, the Company will allow investors who have lodged Applications under the Prospectus prior to the date of

Lustrum Minerals Ltd – Supplementary Prospectus To be read with the Prospectus dated 21 August 2017 issued by Lustrum Minerals Ltd.

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this Supplementary Prospectus one 1 month from the date of this Supplementary Prospectus to obtain a refund of their Application Monies if they do not wish to proceed with their Application.

Any investor who wishes to obtain a refund should submit a written request to the Company’s Share Registry at the following address so that it is received no later than 5:00pm (WST) on 1 October 2017 :

Automic Pty Ltd PO Box 2226 Strawberry Hills NSW 2012

The details for the payment of the refund cheque and address to which it should be sent as set out in the written request must correspond to the details contained in the Application Form lodged by that Applicant.

If you do not wish to withdraw your Application, you do not need to take any action.

1.3 Action required by new investors

The following applies to investors who HAVE NOT previously submitted an Application Form under the Offer.

All new Applications for Shares can only be accepted on the Application Form attached to or accompanying this Supplementary Prospectus. New Applications must not be made on the Application Form that was attached to or accompanying the Prospectus.

In all other respects, the procedure for applying for Shares is as set out in Sections 1.9 to 1.21 (inclusive) of the Prospectus applies.

1.4 Status of Offers and Applications

As at the date of this Supplementary Prospectus, the Offer is still subject to the Exposure Period and the Company has received nil Applications for Shares.

Lustrum Minerals Ltd – Supplementary Prospectus To be read with the Prospectus dated 21 August 2017 issued by Lustrum Minerals Ltd.

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Content supplemented

Section 8 of the Prospectus (Independent Geologist’s Report), is deleted and replaced with the amended Independent Geologist’s Report contained at Annexure 1 of this Supplementary Prospectus.

Consents

Each of the Directors has given their written consent to being named in this Supplementary Prospectus in the context in which they are named and have not withdrawn their consent prior to lodgement of this Supplementary Prospectus with ASIC.

Zephyr Consulting Group Pty Ltd has given its written consent to being named as the independent geologist and to the inclusion of the Independent Geologist’s Report in Annexure 1 of this Supplementary Prospectus in the form and context in which the report was included. Zephyr Consulting Group Pty Ltd has not withdrawn its consent prior to lodgement of this Supplementary Prospectus with ASIC.

Director’s authorisation

This Supplementary Prospectus is issued by the Company and its issue has been authorised by a resolution of the Directors. The Directors believe that the Prospectus when read together with this Supplementary Prospectus contains all the information that would be required by sections 710 and 711 of the Corporations Act and does not contain any material statement that is misleading or deceptive.

Each of the Directors has consented to the lodgement of this Supplementary Prospectus with ASIC, in accordance with section 720 of the Corporations Act, and has not withdrawn that consent.

Signed for and on behalf of Lustrum Minerals Ltd

Mr Josh Puckridge Executive Director 31 August 2017

Lustrum Minerals Ltd – Supplementary Prospectus To be read with the Prospectus dated 21 August 2017 issued by Lustrum Minerals Ltd.

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ANNEXURE 1 – INDEPENDENT GEOLOGIST’S REPORT

Zephyr Consulting Group Pty Ltd Independent Geologists

INDEPENDENT GEOLOGISTS’ REPORT

on the CONSUELO COAL PROJECT BOWEN BASIN, QUEENSLAND

prepared for LUSTRUM MINERALS LIMITED

Author: John Holmes Company: Zephyr Consulting Group Pty Ltd Email: john.holmes@zephyrgroup.com.au Date: 18 August, 2017

Lustrum Consuelo Coal Project

Executive Summary

Zephyr Consulting Group (“Zephyr”) has been engaged by Lustrum Minerals Limited (ACN: 609 594 005) (“Lustrum” or “the Company”) to prepare an Independent Geological Report (“Report”) on its Consuelo Coal Project (“the Project” or “Consuelo”). The Company has entered in to an agreement to acquire a 100% interest in the Project, via its purchase of Consuelo Coal Holdings Pty Ltd (“Consuelo Coal”). Summaries of the material terms of the acquisition are outlined elsewhere in the prospectus.

This Report is to be included in a prospectus to be lodged with the Australian Securities and Investments Commission (“ASIC”) on or about the 18 August, 2017 offering 25,000,000 shares at an issue price of 20 cents per share (“Prospectus”) to raise $5.0 million (before costs associated with the issue). These funds will primarily be used for the exploration, evaluation and development of the Project as outlined in this Report.

This report provides an independent technical review of the Project as at 18 August 2017. The Zephyr report has been prepared in accordance with the guidelines of the JORC Code (2012) and the Valuation of Mineral Assets and Mineral Securities for Independent Expert’s Reports (the “Valmin Code”) (2015) as adopted by the Australian Institute of Geoscientists (“AIG”) and the Australasian Institute of Mining and Metallurgy (“AusIMM”).

Lustrum is a company preparing to list on the Official List of Australian Securities Exchange (“ASX”). Its principal business is mineral exploration. Lustrum has entered in to an agreement to acquire 100% of Consuelo Coal, the owner of the Project situated in central Queensland. Consuelo, considered prospective for coal mineralisation based on previous exploration on and around the Project, consists of three (3) granted Exploration Permits for Coal (“EPC’s”).

Planned exploration may discover commercial concentrations of valuable minerals or alternatively fail to provide encouraging results. Lustrum has agreed to acquire a 100% interest in the Project, via acquiring Consuelo Coal, primarily for its potential to contain coal.

It is Zephyr’s opinion that the mineral property described in this Report warrant the proposed evaluation, exploration and testing programs budgeted at $3.0M, based on the proposed capital raising under the terms of the Prospectus. It is noted that proposed programs may be subject to change according to results yielded as work is carried out.

Lustrum Independent Geological Report – Zephyr Consulting Group Executive Summary 1

Lustrum Consuelo Coal Project

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Figure 1: Consuelo Project Location Plan.

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Lustrum Consuelo Coal Project

CONTENTSPAGE
Executive Summary	1
1.0 Introduction	5
1.1 Statement of Competence .................................................................................................. 6
2.0 Summary	7
2.1 Introduction ......................................................................................................................... 7
2.2 Coal Mining in Queensland ................................................................................................ 7
3.0 Coal	9
4.0 Consuelo Coal Project	10
4.1 Location, Access, Tenure and Infrastructure ................................................................. 10
4.2 Regional Geology .............................................................................................................. 12
4.3 Local Geology.................................................................................................................... 14
4.4 Previous Exploration ........................................................................................................ 16
4.5 Exploration Potential ........................................................................................................ 21
5.0 Exploration Budget	22
6.0 Conclusions	24
7.0 References	25
8.0 Glossary of Technical Terms and Abbreviations	27
List of Figures
Figure 1: Consuelo Project Location Plan. ................................................................................ 2
Figure 2: Queensland Sedimentary Basins and Coal Measures ............................................... 8
Figure 3: Consuelo Exploration Permits for Coal ..................................................................... 11
Figure 4: Regional Stratigraphy of the Denison Trough .......................................................... 13
Figure 5: Consuelo Project – Local Geology ........................................................................... 14
Figure 6: Consuelo Project – Regional Airborne Magnetics (Magnetic Intensity).................... 16
Figure 7: Consuelo Project – Historic Borehole Location ........................................................ 17
Figure 8: Dunellen 1 Borehole Log Showing Bandanna Coal Seams ..................................... 19
Figure 9: Consuelo Project – Historic 2D Seismic Lines and Selected Borehole Locations ... 20
List of Tables

Table 1: Consuelo Exploration Permits for Coal ...................................................................... 10 Table 2: Dunellen No 1 Coal Seam Intervals........................................................................... 18 Table 3: Lustrum Consuelo Coal Project – Two Year Exploration Budget .............................. 22

Lustrum Independent Geological Report – Zephyr Consulting Group Contents ( i)

Lustrum Consuelo Coal Project

The Directors 18 August 2017 Lustrum Minerals Limited Suite 9, 330 Churchill Avenue Subiaco, WA 6008 Australia

Dear Sirs,

INDEPENDENT REPORT ON THE CONSULEO COAL PROJECT

1.0 Introduction

Zephyr Consulting Group (“Zephyr”) has been engaged by Lustrum Minerals Limited (ACN: 609 594 005) (“Lustrum” or “the Company”) to prepare an Independent Geological Report (“Report”) on the Consuelo Coal Project (“the Project” or “Consuelo”). The Company has entered in to an agreement to acquire a 100% interest in the Project, via its purchase of Consuelo Coal Holdings Pty Ltd (“Consuelo Coal”). Consuelo Coal and its wholly owned subsidiaries are the owners of the Project. Summaries of the material terms of the acquisition are outlined elsewhere in the prospectus.

This Report is to be included in a prospectus to be lodged with the Australian Securities Exchange (“ASX”) on or about the 18 August, 2017 offering for subscriptions of 25,000,000 shares at an issue price of 20 cents per share (“Prospectus”) to raise $5.0 million (before costs associated with the issue). These funds will primarily be used for the exploration, evaluation and development of the Project as outlined in this Report. The reader is referred to table 3 on page 23 of this Report for the proposed budget.

The legal status, including land access considerations associated with the Exploration Permits for Coal, is subject to a separate Legal tenement Report, which appears in Section 9 of this Prospectus. These matters have not been independently verified by Zephyr. The present status of EPC’s listed in this Report is based on information provided by Lustrum and the Report has been prepared on the assumption that the EPC’s will prove lawfully accessible for evaluation and development. Zephyr have not undertaken any independent title searches to establish good standing nor to establish their ownership. The solicitors to the prospectus have undertaken these tasks.

In the course of the preparation of this Report, Zephyr has been provided access to all relevant data held by the Company. Zephyr have made all reasonable endeavours to verify the accuracy and relevance of the database. In our opinion, Lustrum has been professionally thorough in dealings during the preparation of this Report.

Lustrum has warranted to Zephyr that full disclosure has been made of all material in its possession and that the information provided, is to the best of its knowledge, accurate and true. None of the information provided, has been specified as being confidential and not to be disclosed in our Report. As recommended by the Code for the Technical Assessment and Valuation of Mineral and Petroleum Assets and Securities for Independent Expert Reports 2015 (the “Valmin Code”), Lustrum has indemnified Zephyr for any liability that may arise from Zephyr’s reliance on information provided by or not provided by the Company.

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Lustrum Consuelo Coal Project

Geologist, J. Holmes, who is a Member of the Australian Institute of Geoscientists (“AIG”) has prepared this Report. Mr Holmes has more than 25 years continuous professional experience and qualifies as an Expert as defined in the Valmin Code. The information in this Report that relates to exploration results, mineral resources or ore reserves is based on information compiled by J. Holmes. Mr Holmes is a Partner of Zephyr and has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’ (“JORC Code”). Mr Holmes consents to the inclusion in this Report of the matters based on his information in the form and context in which they appear.

This Report has been prepared in accordance with the relevant requirements of the ASX Listing Rules, ASIC Regulatory Guides 111 & 112, JORC Code (2012) and the Valmin Code 2015, which is binding on Members of AIG and Members of AusIMM.

Zephyr is an independent geological consultancy. Neither Zephyr nor any of its directors, employees or associates have any material interest either direct, indirect or contingent in Lustrum nor in any of the mineral properties included in this Report nor in any other asset of Lustrum nor has such interest existed in the past. This Report has been prepared by Zephyr strictly in the role of an independent expert. Professional fees payable for the preparation of this Report constitutes our only commercial interest in Lustrum. Payment of fees is in no way contingent upon the conclusions in this document.

Lustrum will be invoiced and expected to pay a fee, estimated to be between $5,000 and $12,000 +GST for the preparation of this Report. This fee comprises a normal, commercial daily rate plus expenses. Except for these fees, neither the writer nor any family members nor Associates have any interest, nor the rights to any interest in Lustrum, nor any interest in the mineral assets reported upon. Lustrum has confirmed in writing that all technical data known to it was made available to the writer. The title of this report shall not pass to the Company until all professional fees have been paid in full.

1.1 Statement of Competence

This Report has been prepared by John Holmes. He is a Partner of Zephyr, a qualified geologist, a Member of the Australian Institute of Geoscientists (“AIG”). He has had over 25 years of continuous experience in mineral exploration and evaluation. The writer holds the appropriate qualifications, experience and independence to qualify as an independent “Expert” and “Competent Person” under the definitions of the JORC Code and the Valmin Code.

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Lustrum Consuelo Coal Project

2.0 Summary

2.1 Introduction

Lustrum has an agreement to acquire a 100% interest in the Consuelo Coal Project located in the Bowen Basin in central Queensland about 694km north west of Brisbane (the Project location is depicted on Figure 1). Consuelo is considered prospective for high quality thermal coal deposits with scope for a semi soft coking coal product. Glencore’s Rolleston Open Cut Thermal Coal Mine located 10km northwest of Consuelo is currently in production at a rate of up to 19 Mtpa. The Arcadia Coal Project, located immediately east of Consuelo, hosts an Inferred Resource of 273Mt within the Bandanna Formation.

Consuelo is at the exploration stage and therefore is speculative involving a degree of risk, albeit that coal is known to occur in the immediate vicinity of the Project.

Analysis of a range of historic boreholes both within and in the vicinity of the Project has demonstrated the presence of high quality, moderate to thick coal seams in the Bandanna Formation and the scope for moderate to thick seams in the Mantuan Formation, which is deeper in the stratigraphic sequence than the Bandanna Formation. The Bandanna Formation does not outcrop within the Consuelo Project area, however historical 2D seismic lines and structural interpretation indicate that the Bandanna Formation, and as such the target coal seams, is nearest to surface in the north and west of the Consuelo Project area within anticlinal fold closures. The limbs of the anticlines demonstrate gentle to flat dips in a simply folded structural model with limited faulting in the sequence.

The Project is well serviced by existing infrastructure, such as roads, rail and power. Consuelo is located within a relatively sparsely populated rural community, consisting of broad acre farming and grazing.

We believe that the Project is in a favourable geological environment where there is potential, given normal exploration risk, for providing positive results. This assumption is based on historic boreholes both within and in the vicinity of the Project, interpretation of historical 2D seismic lines and the presence of coal deposits in the immediate vicinity. Planned exploration may discover commercial concentrations of valuable minerals or alternatively fail to provide encouraging results.

2.2 Coal Mining in Queensland

Queensland has a rich endowment of high-quality coal, with approximately 34 billion tonnes (Bt) (raw) estimated in 2010, identified by government and industry exploration. This includes both metallurgical (coking and pulverised coal injection or (PCI)) coals and thermal coals, with a substantial amount still considered potentially suitable for open-cut mining. The amount of coal is expected to be much larger now as a result of considerable exploration in the last five years, especially in the Galilee Basin.

There is high demand for Queensland's coking and thermal coals, which are low in ash and sulphur. Queensland's production and exports are expected to rise over the medium to long term based on significant local and foreign investment in new coal mining projects proposed for the Galilee and Surat basins. Coal exports from Queensland reached approximately 216.7 Mt in 2014-15. Exploration expenditure for coal in Queensland was $160.7 million in 2015.

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Lustrum Consuelo Coal Project

Queensland’s coals range in age from Carboniferous to Tertiary. The commercially significant black coals are restricted to deposits within sedimentary basins of Permian, Triassic and Jurassic age, located mainly in the central and eastern portions of the State (see Figure 2).

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Figure 2: Queensland Sedimentary Basins and Coal Measures

The most important Permian coal basin is the Bowen Basin, which is exposed in a large, triangular-shaped area of central Queensland, 600km long and up to 250km wide. The basin extends south in the subsurface beneath Mesozoic sediments of the Surat Basin, and connects with the Gunnedah and Sydney Basins in New South Wales.

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Lustrum Consuelo Coal Project

The Galilee Basin, which is connected to the Bowen Basin across the Springsure Shelf, contains large quantities of high volatile, low rank thermal coal. Exploration to date has been limited because of its remote location. In excess of 1Bt of high volatile thermal coal has been identified to date, and additional unquantified tonnages undoubtedly exist in areas still to be tested

Jurassic coal measure sequences are widely distributed in southern Queensland, with proven coal resources only second in size and extent to those of the Permian. These deposits have been little mined to date because the Permian resources are more accessible. The principal coal-bearing sequences of economic interest occur in the Clarence–Moreton and Surat Basins of south-east Queensland.

3.0 Coal

Coal is a combustible black or brownish-black sedimentary rock composed primarily of carbon along with varying amounts of hydrogen, oxygen, sulphur and nitrogen. It is formed when accumulated organic matter is buried, decays and is exposed to heat and pressure over millions of years. Layers of coal are interspersed with other sedimentary layers, like shale and sandstone, to form coal seams which range in size from millimetre scale to several metres in thickness.

There are two broad categories of coal: black and brown. Black coal contains less moisture, giving it a higher energy value than brown coal, and also emits fewer greenhouse gases than brown coal. Brown coal (also known as lignite) is relatively soft, with a lower carbon content and higher moisture content than black coal.

Throughout history, coal has been used as an energy resource, primarily burned for the production of electricity and heat – thermal coal – and is also used for industrial purposes, such as refining metals – coking coal.

Coal is ranked based on its energy value, carbon content and moisture levels, with biological and geological processes (elevated temperature and pressure) over time impacting on the metamorphic grade of the coal. Coal rank ranges from:

• Peat – considered to be a precursor of coal, it has industrial importance as a fuel in some regions,

• Lignite (or brown coal) – the lowest rank of coal and used almost exclusively as fuel for electric power generation,

• Sub-bituminous coal – ranging from lignite to bituminous coal, is used primarily as fuel for steam-electric power generation,

• Bituminous coal (or black coal) – a dense sedimentary rock, usually black, but sometimes dark brown, often with well-defined bands of bright and dull material; it is used primarily used for heat and power applications in manufacturing and metallurgical (coking) coal, and

• Anthracite – the highest rank of coal, is a harder, glossy black coal with the highest metamorphic grade and is used primarily for residential and commercial heating.

Thermal coal, which ranges from lignite / brown coal through to bituminous / black coal, is used for electricity generation, usually pulverised and burnt in a furnace with a boiler to produce steam for driving turbines. Coking coal, or metallurgical coal, is low-ash, low-sulphur bituminous coal that is used as a reducing agent in smelting iron for steel production. Volatile constituents within the bituminous coal are driven off by baking in an oven without oxygen at

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Lustrum Consuelo Coal Project

temperatures of up to 1,000°C to produce coke where the fixed carbon and residual ash are fused together. The quality of coking coal is measured as the crucible swelling number (CSN) which determines the swelling properties of the coal when heated in a covered crucible and ranges from 0, where there is no swelling, up to 9 which is maximum swelling.

4.0 Consuelo Coal Project

The Consuelo Coal Project, which consists of three (3) granted Exploration Permits for Coal (“EPC’s”) within the Bowen Basin, is considered prospective for high quality thermal coal deposits with scope for a semi soft coking coal product based on previous exploration both within and in the vicinity of the Project.

4.1 Location, Access, Tenure and Infrastructure

The Project is located in central Queensland about 694km north west of Brisbane, 275km west of Gladstone and 5km south west of the township of Rolleston, in the Bauhinia Shire of the Central Highlands Regional Council. The township of Rolleston supports a sparsely populated rural community, consisting of broad acre farming and grazing, and the local coal mining industry.

Access to the Project from Gladstone is via a series of sealed highways to Rolleston, then via the Carnarvon Highway running south from Rolleston through the centre of the Project area. Unsealed roads and farm tracks provide good access within the Project area.

Lustrum holds three (3) granted EPC’s covering a total area of 326.85km[2] over the Consuelo Coal Project. See Table 1 for details of the EPC’s and Figure 3 for locations).

EPC No.	Status	Date Granted / Extended	Term	Project Name	Holder(s)	Sub Blocks	Area (km2)
2318	Granted	23/07/2017	4 years	Wild Horse Swamp	CFR Consuelo 2318 Pty Ltd (80%) ICX Consuelo 2318 Pty Ltd (20%)	26	80.95
2327	Granted	30/01/2014	4 years	Christmas Creek	Consuelo Coal EPC 2327 PtyLtd (100%)	59	183.57
2332	Granted	23/07/2017	4 years	Mt Panorama	CFR Consuelo Pty Ltd (80%) ICXConsueloPtyLtd (20%)	20	62.33

Table 1: Consuelo Exploration Permits for Coal

The Consuelo EPC’s are affected by strategic cropping areas as defined under the Regional Planning Interests Act 2014 (see Legal Tenement Report for further details), with all of EPC 2332 and part of EPC 2318 covered by a Strategic Cropping Protection Area (“SCPA”) and all of the EPC’s partially covered by Strategic Cropping Trigger Areas (SCTA”). It is estimated that 19% of the Project is covered by SCPA and 25.5% is covered by SCTA’s. The strategic cropping areas may restrict the ability to develop open cut coal mines, although they do not appear to specifically exclude underground mines. The strategic cropping areas may not be applicable for the majority of Consuelo as current land use is predominantly cattle grazing and not intensive farming.

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Lustrum Consuelo Coal Project

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Figure 3: Consuelo Exploration Permits for Coal

Consuelo is very well serviced with road and rail infrastructure, with the sealed Carnarvon Highway running through the centre of the Project area connecting to Rolleston and beyond via the Dawson Highway and the Blackwater Rail System located approximately 10km northwest of the northern portion of the Project area. The Blackwater Rail System, operated and managed by Aurizon, is an electrified rail system that services the Bowen Basin coal region and carries coal to power stations and the export terminals at the Port of Gladstone.

The Port of Gladstone is a natural deep water harbour and is Queensland’s largest multicommodity port, with total throughput of more than 100 million tonnes per annum. The port includes three coal export terminals; RG Tanna, Wiggins Island and Barney Point

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Lustrum Consuelo Coal Project

4.2 Regional Geology

The Consuelo Project lies within the central western region of the Bowen Basin, Australia’s premier coal–bearing sedimentary basin which contains large deposits of sub-bituminous, bituminous and anthracitic colas. The basin, which extends from Collinsville in the north to Goondiwindi in the south, is up to 250km wide and covers an area of approximately 60,000km[2] , was formed during the Permian-Triassic period. The Bowen Basin is unconformably overlain in the south by the Jurassic–Cretaceous Surat Basin.

The Bowen Basin is comprised of clastic sedimentary rocks, limestone, andesitic volcaniclastic sedimentary rocks and coal, all of which were deposited in the Permian to Middle Triassic under both continental and marine conditions. The Bowen Basin was an area of shallow marine or terrestrial sedimentation for most of the Permian. Coals accumulated throughout almost all this time, initially around the margins and in isolated sites, but eventually coal deposition extended virtually basin-wide during the Late Permian.

Coal measures of varying rank, thickness and continuity including the Bandanna Formation, Baralaba Coal Measures, Rangal Coal Measures, Fort Cooper, Moranbah Coal Measures and Reids Dome Beds are hosted in the basin.

The eastern margin of the Bowen Basin is bounded by a series of north–south trending faults, which are generally westward directed thrusts. In some areas the basin is strongly folded and faulted and a number of north–west to south–east trending regional faults run throughout much of its extent. Important structural features of the basin include the Taroom Trough (50,000km[2] ) along the eastern margin, the Denison Trough (15,000km[2] ) along the western margin, the Arbroath Trough along the south–western margin and the Gogango Overfolded Zone a large thrust zone exhibiting complex folding and faulting which runs along the eastern side.

Consuelo is located within the northern, exposed region of the Denison Trough, a deep, north-northwest trending trough comprising of up to 6.5 km of Permian and Triassic strata along the western margin of the basin. The trough originated as a series of half grabens bounded by east and west dipping normal faults which were inverted into a series of fault propagation anticlines bounded by thrust faults during the Late Permian – Middle Triassic. The Denison Trough is primarily a gas producing sub–basin with well developed gas infrastructure.

Quartz-rich sediments derived from uplifted continental basement were deposited during the initial stages of basin development. These sediments accumulated in the Early Permian and form the syn-rift Reids Dome Beds. Reids Dome Beds and the overlying Cattle Creek Group often underwent rapid lateral facies changes. The uppermost parts of both units exhibit characteristics of a marine transgression.

Sedimentation of the Cattle Creek Group, Aldebaran Sandstone, Freitag Formation and Catherine Sandstone occurred during the Early to Late Permian period depositing mainly offshore marine shelf to coastal plain sediments when there was Post-rift thermal subsidence. Late Permian – Middle Triassic continental sediments are extensive across the Denison Trough, but are generally <800 m thick.

Coal occurs in many of the sedimentary units preserved within the Denison Trough. The main coal intersections are found in the Early Permian Reids Dome Beds and the Late Permian Bandanna Formation (see Figure 4). The Reids Dome Beds comprise sandstone,

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Lustrum Consuelo Coal Project

mudstone, coal and minor conglomerate deposited in fluvial, lacustrine and marginal-marine environments. The Bandanna Formation was deposited in a fluvial-deltaic environment and comprises mudstone, siltstone, lithic sandstone, coal and tuff. Coal from the Bandanna Formation is mined extensively throughout the Bowen Basin, including in the Denison Trough.

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Figure 4: Regional Stratigraphy of the Denison Trough

The Rolleston Open Cut Thermal Coal Mine, managed by Glencore on behalf of a joint venture between Glencore Coal Qld (75%), Sumisho Coal Australia Pty Ltd (12.5%) and ICRA Rolleston (12.5%), is located 10km northwest of the Consuelo Project area. Production commenced at Rolleston in 2005 at a rate of 5.0 Mtpa and is progressively ramping up to 19 Mtpa (Glencore Australia, 2016; Glenore Australia, 2017; Queensland Department of Environment and Heritage Protection, 2015).

The Arcadia Coal Project, located immediately east of the Consuelo Project area, hosts an Inferred Resource of 273Mt across two deposits, being South Rolleston and Purbrook, hosted within the Bandanna Formation (Bandanna Energy Limited, 2008). A potential underground development is being considered at the Purbrook deposit from depths below approximately 210m. The raw coal quality indicates an inherent moisture of approximately 4.5%, ash content of 12%, sulphur content of 0.33% and a calorific value of some 6660 Kcal/kg on air dried basis. Coal quality testing implies an excellent thermal coal as well as potential for a washed semi-coking product.

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Lustrum Consuelo Coal Project

4.3 Local Geology

The Consuelo Project area is largely covered by Quaternary and Cainozoic sedimentary units and minor Tertiary basalt (north western portion of EPC2332) overlying rock units of the Upper Permian to Triassic sequence of the Denison Trough. The main outcropping Denison Trough units within the area are the Clematis Sandstone and underlying Rewan Group. The Clematis Sandstone, which outcrops over large areas in EPC 2318 and EPC 2327 and the southern region of EPC 2332, is mainly composed of sandstone and to a lesser degree, micaceous siltstone. The Rewan Group, which generally occurs in the eastern region of each tenement, consists of sandstone, siltstone and shale and is characterised by the distinctive brick red (and in some cases green) colour of the shale (see Figure 5).

==> picture [374 x 494] intentionally omitted <==

Source: Biggs, M & Nowland, M., 2012

Figure 5: Consuelo Project – Local Geology

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Lustrum Consuelo Coal Project

The Rewan Group overlies the Late Permian Bandanna Formation, which is exposed approximately 5 km to the west of the Consuelo Project area. The Bandanna Formation, which ranges from 100m to 180m in thickness in the Rolleston area, is the most prospective in the Project for coal resources and is known to host major coal seams of economic significance in the upper section of the Formation.

Six (6) major seams have been identified in the Bandanna Formation within the Rolleston region of the Denison Trough. These seams have been named locally (from uppermost to lowest) the X, A, B, C (+CL), D and E seams. Four of these seams (A, B, C (+CL) and D seams) have been intersected at Freitag Creek to the northwest of Consuelo, where typically 7.5m of coal occurs in A to D Seams.

Data, compiled across a range of historical boreholes located to the north west of EPC 2332, indicate the main seams of the Bandanna Formation (A, B, C (+CL) and D seams) contain (on a raw, air dried basis) 6,800 kcal/kg calorific value, 12 to 22% ash, 3 to 8% moisture, 28% volatile matter and CSN of 1 to 2.

The Bandanna Formation overlies the Kaloola Formation and Black Alley Shale which in turn overlies the Mantuan Formation, which has been found to host coal seams of significant thickness (up to 6.2m) which may exhibit coking properties. Coal seams in the Mantuan Formation have been named locally MAN 1 and MAN 2. Deeper in the sequence, the coalbearing Reids Dome beds could also be present at Consuelo, but it is unlikely to be intersected above 800m within the project area although it does subcrop to the west.

Regional fold structures, with axes trending north-south to north north west – south south east, extend through the Project area. These are the Warrinilla Anticline in the western portion of EPC2327 and slightly west of EPC’s 2332 and 2318, the Nuga Nuga Syncline which crosses the central portion of the Project area and the Rolleston Anticline in the eastern portion of EPC2327 and to the east of EPC2332. The Clematis Sandstone has largely been eroded away along the anticlinal structures, leaving remnant Rewan Group sediments overlying the prospective Bandanna Formation. As such the target coal seams within the Bandanna Formation are at their shallowest depths in the core and flanks of the anticlines, notably in the north and west of the Consuelo Project area, particularly on the western flank of EPC 2318

Historic 2D seismic lines that cross the Project area, particularly in EPC2332 and the western portions of EPC’s 2318 and 2327, indicate that the limbs of the anticlines demonstrate gentle to flat dips in a simply folded structural model and with good continuity of the Bandanna and Mantuan coal seams across the project area. There appears to be limited faulting in the sequence. The seismic lines exhibit a distinctive set of four to five continuous and strong reflectors interpreted to represent the coal bearing package in the upper Bandanna Formation and a further set of two moderate to strong and largely continuous reflectors beneath these that are interpreted to represent the coal seams in the Mantuan Formation.

Geophysical data (regional airborne magnetics and Bouguer gravity) confirms that the Project area covers a dominantly sedimentary sequence and shows little evidence of any local intrusions (see Figure 6).

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Lustrum Consuelo Coal Project

==> picture [347 x 490] intentionally omitted <==

Source: Biggs, M & Nowland, M., 2012

Figure 6: Consuelo Project – Regional Airborne Magnetics (Magnetic Intensity)

4.4 Previous Exploration

Coal and petroleum exploration has occurred in the region of the Consuelo Project since the 1950’s and 1960’s, with numerous historical coal boreholes, petroleum wells, coal seam gas wells, stratigraphic and water bores surrounding the project (see Figure 7 for borehole locations) and 2D seismic lines that cross the Project area, particularly in EPC 2332 and the western portions of EPC’s 2318 and 2327.

A total of 451 coal boreholes were drilled on historic EPC 57, located to the north and west of Consuelo, which was explored between 1968 and 1987. The majority of the borehole data is unavailable as it relates to ground that remains held under tenure predominantly covering Glencore’s Rolleston Coal Mine.

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Lustrum Consuelo Coal Project

==> picture [380 x 537] intentionally omitted <==

Source: Coal Face Resources, 2012

Figure 7: Consuelo Project – Historic Borehole Location

Data from the 97 boreholes in EPC 57 available for review indicates that the target coal measures were hosted by the Blackwater Group in the Bandanna Formation, with seven coal seams (X1, X2, A, B, C, BC and D) described in the upper part of the sequence. The X1 seam normally consists of 1.0 – 1.5m of coal while the X2 seam varies from 1.0 – 1.5m of coal to 1.0m of carbonaceous shale/coal. Seam A was described as consisting of 0.5m to 2m of dirty coal while the BC seam varied from 3.00m to 3.87m thick which split into the B and C seams going eastward. The D seam has a consistent thickness averaging 4.76m.

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Coal quality for the D seam, on an air dried basis, showed an ash content of 6.9% with a relative density of 1.37 and specific energy of 25.65MJ/kg.

Borehole C0517, located to the north west of EPC2332, intersected four coal seams within the Bandanna Formation (A, B, C and D seams) between 29m and 91.53m down hole, with thicknesses ranging from 0.67m (C lower seam) up to 4.53m (D seam). Coal quality data from this borehole, on an air dried basis, indicated ash content of 6.8 to 14.3%, moisture of 11.5 to 12.9%, specific energy of 23.9 to 26.6 MJ/kg and sulphur of 0.4 to 0.78%.

Arcadia Coal Pty Ltd has explored the area immediately to the east of EPC 2332 and north of EPC 2318 under EPC 892 targeting the Rangal Coal Measures. No borehole data is available in the public domain; however Arcadia has publically announced a 273Mt inferred resource at the Arcadia Project (Bandanna Energy Limited, 2008), located to the east of EPC 2332.

EPC 1054, located to the south and east of EPC 2327 has been explored for coal by Tri-Star Coal Company, however there is no borehole data available in the public domain.

A significant number of petroleum wells have been drilled testing the Denison Trough in the region of the Consuelo Project intersecting various thicknesses of coal formations. The majority of this drilling was completed to the east of EPC 2332, with some to the south of EPC 2327 and one well, Dunellen No.1, drilled within EPC 2327. The majority of the drilling was reported to have intersected coal seams within the Bandanna Formation.

Dunellen No.1 was drilled to a total depth of 1,410m in February 1994 by a joint venture between Oil Company of Australia Ltd (50%) and Santos Limited (50%) within historical ATP 337P. The well, located in the southwest corner of EPC 2327 at 653,163mE, 7,258,399mN and 282.81mRL, intersected five coal seams in the Bandanna Formation (A, B, C, D and E) with seam thickness ranging from 0.42m (D Lower 1 seam) to 2.55m (B seam) at depths between approximately 673m and 790m (see Table 2 and Figure 8). Analysis of the seismic data indicates that the seams extend up dip toward the north west of EPC 2317. Dunellen 1 also intersected the Mantuan 1 seam at 972.4m with a thickness of 0.8m.

Hole ID	Easting	Northing	Elevation	Dip	Seam ID	From (m)	Seam Width(m)	Depth (m)
Dunellen 1	653,163	7,258,399	282.81m	Vertical	Bandanna A	673.73	1.53	1,410
					Bandanna AL	684.18	0.69
					Bandanna BU1	717.21	0.52
					Bandanna BU2	719.17	0.70
					Bandanna B	739.39	2.54
					Bandanna CU	747.44	0.87
					Bandanna C	755.96	0.75
					Bandanna D	770.03	1.51
					Bandanna DL1	776.07	0.42
					Bandanna DL2	782.18	0.42
					Bandanna E	790.49	0.88
					Mantuan 1	972.40	0.81

Table 2: Dunellen No 1 Coal Seam Intervals

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Lustrum Consuelo Coal Project

==> picture [302 x 394] intentionally omitted <==

Figure 8: Dunellen 1 Borehole Log Showing Bandanna Coal Seams

Petroleum borehole Rolleston 18, located approximately 5.0km east of EPC 2332, intersected four major coal seams in the Bandanna Formation (A, B, C, and D) with seam thickness ranging from 0.57m (B Lower seam) to 3.55 m (B seam) at depths between 250m and 340m. The Mantuan 1 seam was intersected at 599 m in borehole Rolleston 18 with a thickness of 2.3m.

Four (4) stratigraphic boreholes were drilled on a broadly east – west trending traverse to the west of Consuelo in 1972 as part of the Geological Survey of Queensland’s (GSQ) Springsure exploration survey. Only GSQ Springsure 1, located less than 5.0km west of EPC 2318, drilled through the Bandanna Formation. This borehole intersected eight (8) coal seams within the Bandanna Formation in the upper most 90m of the hole, with the thickest coal seams ranging from 0.7 to 2.6m in width.

Stratigraphic borehole NS Consuelo 6 (drilled as part of the Queensland Government NS stratigraphic series), located approximately 15km north east of EPC 2318, intersected four (4) coal seams within the Bandanna Formation (A, B, C and either C lower or D seams) between 200m and 310m. Seam thicknesses ranged from 0.33m (B Lower seam) to 2.08m (B seam). Coal quality samples from the B Seam in this hole produced raw (air dried) results of 26.94 Mj/kg, ash of 13.1%, moisture of 5.1%, and volatile matter of 29.5%.

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A total of 145 water bores have been recorded within a 10km radius of the Project, of which five (5) recorded intersections of coal. Data from water bores can be used a guide only as the bores were not drilled specifically for coal and therefore information collected may not be reliable.

2D seismic lines have been completed throughout the Project area and the immediate environs, with particular concentration in the north east portion of EPC 2332 and the western portion of EPC 2327 (see Figure 9). The seismic data demonstrates the relatively flat lying to gently dipping folds within the sedimentary formations, limited faulting and good continuity of the Bandanna and Mantuan coal seams. Four to five continuous and strong reflectors in the data from the seismic lines are interpreted to represent coal seams within the upper parts of the Bandanna Formation and two moderate to strong and largely continuous reflectors beneath these are interpreted to represent the coal seams in the Mantuan Formation.

==> picture [373 x 480] intentionally omitted <==

Figure 9: Consuelo Project – Historic 2D Seismic Lines and Selected Borehole Locations

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4.5 Exploration Potential

The Consuelo Project is considered prospective for high quality thermal coal deposits with scope for a semi soft coking coal product based on analysis of previous exploration both within and in the vicinity of the Project. A range of historic boreholes within and proximal to the Project demonstrate the presence of high quality, moderate to thick coal seams in the Bandanna Formation and the scope for moderate to thick seams in the Mantuan Formation, which is deeper in the stratigraphic sequence than the Bandanna Formation.

The Bandanna Formation does not outcrop within the Consuelo Project area, however two north-south to north north west – south south east trending regional anticlines, the Warrinilla and Rolleston Anticlines, that extend through the Project represent zones where the Bandanna Formation, and as such the target coal seams, are expected to be at their shallowest. This interpretation is supported by extensive data from historical 2D seismic lines throughout, and adjacent to, the Project area.

Interpretation of the historic 2D seismic lines indicate that the limbs of the anticlines demonstrate gentle to flat dips in a simply folded structural model and with good continuity of the Bandanna and Mantuan coal seams across the project area, with limited faulting in the sequence. The target coal formations are interpreted to be shallower in the north and west of the Consuelo Project area, particularly on the western flank of EPC 2318.

The seismic lines exhibit a distinctive set of four to five continuous and strong reflectors interpreted to represent the coal bearing package in the upper Bandanna Formation and a further set of two moderate to strong and largely continuous reflectors beneath these that are interpreted to represent the coal seams in the Mantuan Formation. The B and D seams present as the consistently thicker seams with favourable coal quality within the Bandanna Formation and could be expected to be targeted for underground extraction.

Coal quality data is not available from all of the historical boreholes and what is available is irregularly distributed across the region, however there does appear to be a gradual increase in quality, as measured by raw specific energy, across the Project from west to east. It is anticipated that an export quality thermal coal product with a high calorific value, high volatiles, low sulphur and an 8% ash content (post washing) could be produced. In addition there is indication that a semi-soft coking coal product (CSN of 2.5 – 4) could be produced, but this requires further drilling of large diameter core to evaluate this potential.

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5.0 Exploration Budget

Based on the proposed $5.0 million capital raising under the terms of the Prospectus, Lustrum has provided Zephyr with a proposed budget to evaluate and advance the Consuelo Project over the initial two years after being admitted to the Official List of the ASX (Table 3). Results acquired during the first year will impact on work required during the following year. The exploration program and budget presented may therefore vary during the second year of operations.

$5.0m Raising		Expenditure A$	Expenditure A$
	Year 1	Year 2	Total
Safety & Environmental	80,000	120,000	200,000
Land Access & Compensation Agreements	40,000	65,000	105,000
Cultural Heritage	50,000	100,000	150,000
Project Management	75,000	120,000	195,000
Drilling Operations	375,000	840,000	1,215,000
Downhole Geophysical Logging	25,000	65,000	90,000
Earthworks & Rehabilitation	60,000	125,000	185,000
Geological Services	145,000	245,000	390,000
Surveying	25,000	40,000	65,000
Ancillary & Consumables	20,000	40,000	60,000
Laboratory Analyses	70,000	145,000	215,000
Resource Modelling / Scoping Study	50,000	80,000	130,000
Total	$1,015,000	$1,985,000	$3,000,000

Table 3: Lustrum Consuelo Coal Project – Two Year Exploration Budget

The Consuelo Project is considered prospective for high quality thermal coal deposits with scope for a semi soft coking coal product.

Lustrum has indicated that it will spend most of its exploration effort on drilling and related activities, based on a four (4) stage exploration process consisting of:

• Stage 1 – geological reconnaissance, drill target generation, landholder, native title and cultural heritage negotiations and agreements,

• Stage 2 – initial first pass non-cored exploration drilling, downhole geophysical surveys and seismic surveys,

• Stage 3 – follow up non-cored and part-cored exploration drilling with downhole geophysical surveys

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Lustrum Consuelo Coal Project

• Stage 4 – resource modelling, geotechnical sampling, coal quality analysis and initial scoping studies.

Each stage of exploration will be modified and is dependent upon the outcomes from the previous stage and as such the proposed exploration program and budget may vary subject to results of earlier exploration activities.

Given the status of the Project, with previous exploration both within and in the vicinity of the Project supporting the potential for significant mineralisation at Consuelo, Zephyr agree with this exploration approach.

Based on the proposed exploration program and budget presented, it is Zephyr’s belief that at the conclusion of the initial two years, the Company should have a much better understanding of the quantum and quality of the mineralisation within the Project. Exploration results may either enhance or down-grade the Project.

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Lustrum Consuelo Coal Project

6.0 Conclusions

Lustrum has an agreement to acquire a 100% interest in the Consuelo Coal Project, which is considered prospective for high quality thermal coal deposits with scope for a semi soft coking coal product. The Project is at the exploration stage and therefore is speculative involving a degree of risk, albeit that Coal mineralisation is known to occur in the immediate vicinity of the Project.

The presence of high quality, moderate to thick coal seams in the Bandanna Formation and the scope for moderate to thick seams in the Mantuan Formation, which is deeper in the stratigraphic sequence than the Bandanna Formation, has been demonstrated through the analysis of a range of historic boreholes within and proximal to the Project.

The Bandanna Formation does not outcrop within the Consuelo Project area, however historical 2D seismic lines and structural interpretation indicate that the Bandanna Formation, and as such the target coal seams, is nearest to surface in the north and west of the Consuelo Project area within anticlinal fold closures, particularly on the western flank of EPC 2318. The limbs of the anticlines demonstrate gentle to flat dips in a simply folded structural model with limited faulting in the sequence.

It is Zephyr’s opinion that the Project described in this Report warrants the proposed evaluation exploration and testing programs. It is noted that proposed programs may be subject to change according to results yielded as work is carried out.

Having regard to the stated objectives of Lustrum, Zephyr consider that the proposed exploration and associated expenditure programs are reasonable.

Yours faithfully,

(signed)

John Holmes

BSc(Geol), AIG

Competent Persons Statement

The information in this report which relates to Exploration Targets, Exploration Results, Mineral Resources or Ore Reserves is based on information compiled by Mr John Holmes, who is a Member of the Australian Institute of Geoscientists and independent consultant to the Company. Mr Holmes is a Director of Zephyr and has had over 25 years of continuous experience in mineral exploration and evaluation in a variety of mineral deposit styles. Mr Holmes has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2012 Edition of the “Australasian Code for reporting of Exploration Results, Exploration Targets, Mineral Resources and Ore Reserves”.(JORC Code). Mr Holmes consents to inclusion in the report of the matters based on this information in the form and context in which it appears.

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Lustrum Consuelo Coal Project

7.0 References

Bandanna Energy Limited, 2008. Re: Resources Increased by 100.7Mt. ASX announcement, 9 October 2008.

Benstead, W., 1973. Galilee Basin. Geological Survey of Queensland, GSQ Record 1973/20, QDEX CR41311.

Biggs, M & Nowland, M., 2012. Consuelo Project Minescape Model Report. Prepared for Coal Face Resources Pty Ltd, unpub report.

Cadman, S.J., Pain, L & Vuckovic, V., 1998. Bowen and Surat Basins, Clarence-Moreton Basin, Sydney Basin, Gunnedah Basin and other minor onshore basins, Qld, NSW and NT. Canberra, Bureau of Resource Sciences, Australian Petroleum Accumulations Report 11.

Coal Face Resources Pty Ltd, 2012. Consuelo Project Overview, unpub report.

Esso Australia Limited, 1984. ATP 271P D81A & D81B Seismic Surveys Final Report and Interpreted Sections. Esso Australia Limited, QDEX CR13397.

Esso Australia Limited, 1985. ATP 268P Y80A & Y81A & Y81B Seismic Surveys Final Report and Interpreted Sections. Esso Australia Limited, QDEX CR14879.

Glencore Australia, 2016. Rolleston Open Cut, Fastfacts.

Glencore Australia, 2017. Rolleston Open Cut, Web page http://www.glencore.com.au/en/who-we-are/energy-products/rolleston-open-cut.

Harrison, D., 1981. Bungunya 1981 Seismic Survey Interpretation Report, ATP 255P, Surat Basin, Queensland. Beach Petroleum No Liability, QDEX CR10226.

Hightower, W., 1980. Report on Burgura Seismic Survey with Review of Previous Data, ATP-239P, Queensland, Australia. Leighton Mining N. L., QDEX CR8229.

Hightower, W., 1989. Report on Burgura Seismic Survey with Review of Previous Data, ATP-239P, Queensland, Australia. Leighton Mining N. L., QDEX CR9058.

International Coal Limited, 2012. ICX secures JV / Farm in agreement for large Thermal Coal / Semi Soft Coking Coal Projects in Bowen Basin – “The Consuelo Project”. ASX announcement, 20 September 2012.

International Coal Limited, 2015. Quarterly Activities Report, Quarter Ended 31 December 2014).

Pfitzner, L., 1982. Interpretation Report (Part A) Pendine Seismic Survey, ATP 239P, Queensland. Leighton Mining N. L., QDEX CR9858.

Pfitzner, L., 1983. Interpretation Report, Bellara Seismic Survey, ATP 239P, Queensland. Leighton Mining N. L., QDEX CR11871.

Price, P., 1997. Permian to Jurassic Palynostratigraphic Nomenclature of the Bowen and Surat Basins. Green, P.M. (Ed.), The Surat and Bowen Basins, South-east Queensland (pp. 137-178). Queensland Minerals and Energy Review Series, Queensland Department of Mines and Energy

Queensland Department of Environment and Heritage Protection, 2015. Environmental Impact Statement Assessment Report under the Environmental Protection Act 1994 for the Rolleston Coal Expansion Project proposed by Glencore Coal Queensland Pty Ltd.

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Lustrum Consuelo Coal Project

Shaw, R., 1986. Final Report on the 1985 Seismic Survey (Carmichael, Highbury & Leebrook Areas), ATP 239P, Queensland. Leighton Mining N. L., QDEX CR15423. Stockill B., 2012. Geophysical Review Consuelo Project EPC 2332, 2318, 2327.

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Lustrum Consuelo Coal Project

8.0 Glossary of Technical Terms and Abbreviations

Aeromagnetic	Aeromagnetic	A survey made from the air for the purpose of recording the
survey		magnetic characteristics of rocks.
Anorthosite		Anorthositeis a phaneritic, intrusive igneous rock characterized
		by a predominance of plagioclase feldspar (90–100%), and a
		minimal mafic component.
Archaean		The oldest rocks of the Precambrian Era, older than 2,500 million
		years.
Assay		Test for the purpose of determining the presence, or amount of
		one or more substances.
Craton		Stable interior portion of a continent characteristically composed
		of ancient crystalline basement rock.
Diamond Drilling		Rotary drilling using diamond-impregnated bits to produce a solid
		continuous core sample of the rock penetrated.
Dip		The angle at which a rock layer, fault of any other planar structure
		is inclined from the horizontal.
Dolerite		Volcanic rock similar in composition to basalt, but it contains
		crystals, which can be seen with a hand lens. This indicates that it
		cooled a more slowly than basalt. Dolerites are considered to
		have solidified below the surface whereas basalts were extruded
		onto the land surface or underwater where they solidified.
Fault		A fracture in rocks on which thee has been movement on one
		side relative to the other, parallel to the fracture.
Felsic		An igneous rock, which is composed predominantly of light
		coloured minerals.
Fold		A bend in the rock strata or planar structure.
Footwall		Rocks underlying mineralisation.
Formation		Primary unit of lithostratigraphy. A mappable stratigraphic unit.
Granitic		A common, coarse-grained, light-coloured, hard igneous rock
		consisting chiefly of quartz, orthoclase or microcline, and mica.
Granite		A course grained igneous rock consisting essentially of quartz
		and more alkali feldspar than plagioclase.
Coal		A naturally occurring crystalline form of carbon that occurs as
		flake, vein or amorphous and is light, strong, non-corrosive,
		conductive and heat resistant.
Greenschist		One of the major divisions of the mineral facies classification of
facies		metamorphic rocks. Low grade metamorphic rock type.
		Greenschists form under conditions of low temperature and low
		pressure.
Group		Comprises more than one stratigraphic formation.
Hanging Wall		Rocks overlying mineralisation.
Igneous		Rock formed by the solidification of molten or partly molten
		magma.
Intrusive		A body of igneous rock that has been injected while molten into
		pre-existing rocks.
JORC	Code	Australasian Code for Reporting of Exploration Results, Mineral
(2012)		Resources and Ore Reserves prepared by the Joint Ore
		Reserves Committee of the Australasian Institute of Mining and
		Metallurgy, the Australian Institute of Geoscientists and Minerals
		Council of Australia, effective December 2012.
Kaolinite		A clay mineral formed by the alteration of alkali feldspars and
		other aluminium bearing minerals.
Lava		Refers both to molten rock expelled by a volcano during an
		eruption and the resulting rock after solidification and cooling.

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Lithic	Containing abundant fragments of previously formed rock.
Lithology	Description of a rock.
Ma	Million years ago.
Mafic	A loosely used group name for silicate minerals that are rich in
	iron and magnesium, and for rocks in which these minerals are
	abundant.
Magma	Mixture of molten rock that is found beneath Earth’s the surface,
	which may also contain suspended crystals and dissolved gas
	and sometimes also gas bubbles. It may be intruded into
	adjacent rocks or extruded onto the surface as lava.
Metamorphic	Rock type formed by mineralogical and chemical changes
	induced within solid rocks though the actions of heat, pressure or
	the introduction of new chemicals. Rocks so altered are prefixed
	with “meta” as in metabasalt.
Metamorphosed	The mineralogical, structural and chemical changes induced
	within solid rocks through the actions of heat, pressure or the
	introduction of new chemicals. Rocks so altered are prefixed
	"meta" as in "metabasalt".
Metasediment	Sedimentary rock that has been subjected to and altered by
	metamorphism.
Mineralisation	The introduction of valuable minerals into a rock body
Phyllite	An intermediate-grade foliated metamorphic rock that resembles
	its sedimentary parent rock, shale, and its lower-grade
	metamorphic counterpart.
Pillow lava	Lavas that contain characteristic pillow-shaped structures that are
	attributed to the extrusion of the lava under water.
Quartzite	A hard metamorphic rock, which was originally sandstone
	containing quartz and feldspar.
Reverse	Often just called RC Drilling is a common mineral exploration
Circulation	drilling method using reverse circulation techniques and is
Drilling (RC)	commonly used in exploration to obtain samples at depth for
	analytical analysis.
Schist	Schistsconstitute a group of medium-grade metamorphic rocks,
	chiefly notable for the preponderance of lamellar minerals
Schistose	Any of various medium-grained to coarse-grained metamorphic
	rocks composed of laminated, often flaky parallel layers of chiefly
	micaceous minerals.
Sediment	A rock in which its components have been transported from one
	site by wind, ice, gravity or water and subsequently deposited
	elsewhere.
Sedimentary	Rocks are formed by sedimentation of material at the Earth's
	surface.
Sill	A sheet-like body of igneous rock that is conformable with the
	layers it intrudes.
Slate	A fine-grained, foliated, homogeneous metamorphic rock derived
	from an original shale-type sedimentary rock composed of clay.
Strike	The direction or bearing of the outcrop of an inclined bed or
	structure on a level surface.
Syncline	A fold where the rock strata dip inwards and downwards the axis.
Tenement	Mineral property granted by the appropriate government agency
	and giving the title holder the right to explore within its confines
Tuff	Rock consisting of consolidated volcanic ash ejected from vents
	during a volcanic eruption.
Tuffaceous	A rock composed of compacted volcanic ash varying in size from
	fine sand to coarse gravel.

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Ultramafic Igneous rocks containing virtually no quartz or feldspar and less than 45% silicon dioxide (SiO2). Volcanic An igneous rock extruded on the surface of the Earth as magma and solidified. Volcanoclastic Volcanic material has been transported and reworked through mechanical action, such as by wind or water.

Abbreviations

g	gram	m3	cubic metre
kg	kilogram	mm	millimetre
km	kilometre	M	million
km2	square kilometre	oz	troy ounce
m	metre	t	tonne
m2	square metre

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Appendix 1 JORC Code Table 1

Section 1 Sampling Techniques and Data

(Criteria in this section apply to all succeeding sections.)

Criteria	JORC Code explanation	Commentary
Sampling	 Nature and quality of sampling (eg cut channels, random chips, or	Only one historical borehole – Dunellen No 1 – was completed within
techniques	specific specialised industry standard measurement tools appropriate to the minerals under investigation, such as down hole gamma sondes, or	the Consuelo Project Exploration Permits for Coal (EPC’s). No record of samples collected from this borehole.
	handheld XRF instruments, etc). These examples should not be taken	This borehole was completed in February 1994.
	as limiting the broad meaning of sampling.
	 Include reference to measures taken to ensure sample representivity
	and the appropriate calibration of any measurement tools or systems
	used.
	 Aspects of the determination of mineralisation that are Material to the
	Public Report.
	 In cases where ‘industry standard’ work has been done this would be
	relatively simple (eg ‘reverse circulation drilling was used to obtain 1 m
	samples from which 3 kg was pulverised to produce a 30 g charge for
	fire assay’). In other cases more explanation may be required, such as
	where there is coarse gold that has inherent sampling problems.
	Unusual commodities or mineralisation types (eg submarine nodules)
	may warrant disclosure of detailed information.
Drilling	 Drill type (eg core, reverse circulation, open-hole hammer, rotary air	Dunellen No 1 was a petroleum borehole drilled to a depth of 1,410m.
techniques	blast, auger, Bangka, sonic, etc) and details (eg core diameter, triple or standard tube, depth of diamond tails, face-sampling bit or other type,
	_whether core is oriented and if so, by what method, etc). _
Drill sample	 Method of recording and assessing core and chip sample recoveries	No record of sample recovery
recovery	and results assessed.  Measures taken to maximise sample recovery and ensure
	representative nature of the samples.
	 Whether a relationship exists between sample recovery and grade and
	whether sample bias may have occurred due to preferential loss/gain of
	fine/coarse material.
Logging	 Whether core and chip samples have been geologically and	Borehole Dunellen No 1 was geologically logged, with detailed
	geotechnically logged to a level of detail to support appropriate Mineral	lithological descriptions completed for all seams

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Lustrum Consuelo Coal Project

Criteria		JORC Code explanation	Commentary
		Resource estimation, mining studies and metallurgical studies.
		 Whether logging is qualitative or quantitative in nature. Core (or costean,
		channel, etc) photography.
		 The total length and percentage of the relevant intersections logged.	Down hole geophysical logging was completed to assist in identifying
			coal seams
Sub-		 If core, whether cut or sawn and whether quarter, half or all core taken.	No record of samples collected for borehole Dunellen No 1
sampling techniques and sample preparation		 If non-core, whether riffled, tube sampled, rotary split, etc and whether sampled wet or dry.  For all sample types, the nature, quality and appropriateness of the sample preparation technique.  Quality control procedures adopted for all sub-sampling stages to
		maximise representivity of samples.
		 Measures taken to ensure that the sampling is representative of the in
		situ material collected, including for instance results for field
		duplicate/second-half sampling.
		 Whether sample sizes are appropriate to the grain size of the material
		being sampled.
Quality	of	 The nature, quality and appropriateness of the assaying and laboratory	No samples collected for borehole Dunellen No 1, therefore there was
assay data and laboratory tests		procedures used and whether the technique is considered partial or total.  For geophysical tools, spectrometers, handheld XRF instruments, etc, the parameters used in determining the analysis including instrument make and model, reading times, calibrations factors applied and their	no analysis
		derivation, etc.
		 Nature of quality control procedures adopted (eg standards, blanks,
		duplicates, external laboratory checks) and whether acceptable levels of
		accuracy (ie lack of bias) andprecision have been established.
Verification		 The verification of significant intersections by either independent or	Not applicable – no sampling or assaying was undertaken
of sampling and assaying		alternative company personnel.  The use of twinned holes.  Documentation of primary data, data entry procedures, data verification, data storage (physical and electronic) protocols.
		 Discuss any adjustment to assay data.
Location	of	 Accuracy and quality of surveys used to locate drill holes (collar and	 Collar position of borehole Dunellen No 1 was extracted
		down-hole surveys), trenches, mine workings and other locations used

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Lustrum Consuelo Coal Project

Criteria		JORC Code explanation	Commentary
data points		in Mineral Resource estimation.	from the Queensland Digital Exploration Reports Database
		 Specification of the grid system used.  Quality and adequacy of topographic control.	(QDEX). Grid system GDA94, Zone 55 was used
			There was a 16.448m variance in reported RL of the collar and
			topography
Data		 Data spacing for reporting of Exploration Results.	Only one borehole – Dunellen No 1 – has been recorded within the
spacing and distribution		 Whether the data spacing and distribution is sufficient to establish the degree of geological and grade continuity appropriate for the Mineral Resource and Ore Reserve estimation procedure(s) and classifications applied.	Consuelo Project Exploration Permits for Coal (EPC’s). A total of 249 bore holes (water bores, government stratigraphic, oil and gas, and coal bed methane exploration wells) recorded within a 8km buffer of the Consuelo Project Exploration Permits for Coal (EPC’s).
		 _Whether sample compositing has been applied. _
Orientation		 Whether the orientation of sampling achieves unbiased sampling of	Dunellen No 1 was a vertical petroleum borehole – 2D seismic data and
of data	in	possible structures and the extent to which this is known, considering	geological mapping indicates flat lying (near horizontal) stratigraphy in
relation to geological structure		the deposit type.  If the relationship between the drilling orientation and the orientation of key mineralised structures is considered to have introduced a sampling bias, this should be assessed and reported if material.	the area of drilling. No material bias expected in the drill hole data
Sample		 The measures taken to ensure sample security.	Not applicable – no sampling or assaying was undertaken
security
Audits	or	 The results of any audits or reviews of sampling techniques and data.	Not applicable – no sampling or assaying was undertaken
reviews

Section 2 Reporting of Exploration Results

(Criteria listed in the preceding section also apply to this section.)

Criteria	JORC Code explanation	Commentary
Mineral	 Type, reference name/number, location and ownership including	Exploration Permits for Coal (EPC) 2318, 2327 and 2332.
tenement	agreements or material issues with third parties such as joint ventures,	EPC 2318 held by CFR Consuelo 2318 Pty Ltd (80%) ICX Consuelo
and land tenure status	partnerships, overriding royalties, native title interests, historical sites, wilderness or national park and environmental settings.  The security of the tenure held at the time of reporting along with any known impediments to obtaining a licence to operate in the area.	2318 Pty Ltd (20%) EPC 2327 held by Consuelo Coal EPC 2327 Pty Ltd (100%) EPC 2332 held by CFR Consuelo Pty Ltd (80%) and ICX Consuelo Pty Ltd (20%.

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Lustrum Consuelo Coal Project

Criteria	Criteria	JORC Code explanation	Commentary
			Lustrum Minerals Limited has entered in to an agreement to acquire a
			100% interest in the EPC’s.
			The EPC’s are affected by strategic cropping areas as defined under the
			Regional Planning Interests Act 2014, with approximately 19% of the
			Consuelo Project covered by Strategic Cropping Protection Area and
			25.5% covered by Strategic Cropping Trigger Areas
Exploration		 Acknowledgment and appraisal of exploration by other parties.	Only one historical borehole – Dunellen No 1 – was completed within
done other parties	by		the Consuelo Project Exploration Permits for Coal (EPC’s) in February 1994 A total of 249 bore holes (water bores, government stratigraphic, oil and gas, and coal bed methane exploration wells) recorded within a 8km
			buffer of the Consuelo Project Exploration Permits for Coal (EPC’s)
			available for review.
			2D seismic lines have been completed throughout the EPC’s by
			previous explorers – with a concentration of data in the west of EPC
			2327 and the north east of EPC 2332.
Geology		 Deposit type, geological setting and style of mineralisation.	The Consuelo Project is considered prospective for the discovery of coal
			seams within the Late Permian Bandanna Formation of the Rewan
			Group of the Bowen Basin.
			Six major coal seams have been identified within the Bandanna
			Formation within the Rolleston region.
			The Bandanna Formation has been folded on regional north south
			trending fold axes (the Warrinilla Anticline, Nuga Nuga Syncline and
			Rolleston Anticline), with seismic data indicating that the limbs of the
			folds demonstrate gentle to flat dips.
Drill	hole	 A summary of all information material to the understanding of the	Coal seams within the Bandanna Formation were identified in borehole
Information		exploration results including a tabulation of the following information for	Dunellen No 1
		all Material drill holes:	Table 2 on page 20 details the location of the borehole, the name, depth
		o easting and northing of the drill hole collar	to top and width of the seams intersected
		o elevation or RL (Reduced Level – elevation above sea level in
		metres) of the drill hole collar
		o dip and azimuth of the hole
		o down hole length and interception depth
		o hole length.

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Lustrum Consuelo Coal Project

Criteria	JORC Code explanation	Commentary
	 If the exclusion of this information is justified on the basis that the
	information is not Material and this exclusion does not detract from the
	understanding of the report, the Competent Person should clearly
	explain why this is the case.
Data	 In reporting Exploration Results, weighting averaging techniques,	Not applicable – no sampling or assaying was undertaken
aggregation methods	maximum and/or minimum grade truncations (eg cutting of high grades) and cut-off grades are usually Material and should be stated.  Where aggregate intercepts incorporate short lengths of high grade
	results and longer lengths of low grade results, the procedure used for
	such aggregation should be stated and some typical examples of such
	aggregations should be shown in detail.
	 The assumptions used for any reporting of metal equivalent values
	should be clearly stated.
Relationshi	 These relationships are particularly important in the reporting of	Dunellen No 1 was a vertical petroleum borehole
p between mineralisati on widths and	Exploration Results.  If the geometry of the mineralisation with respect to the drill hole angle is known, its nature should be reported.  If it is not known and only the down hole lengths are reported, there should be a clear statement to this effect (eg ‘down hole length, true	2D seismic data and geological mapping indicates flat lying (near horizontal) stratigraphy in the area of drilling. Recorded seam down hole lengths approximate true widths
intercept	width not known’).
lengths
Diagrams	 Appropriate maps and sections (with scales) and tabulations of	Figure 7 shows location of historical boreholes relative to the EPC’s
	intercepts should be included for any significant discovery being	Figure 8 shows an extract of the Dunellen No 1 borehole log showing
	reported These should include, but not be limited to a plan view of drill	the Bandanna coal seams
	hole collar locations and appropriate sectional views.	Figure 9 shows the location of historic 2D seismic lines and selected
		borehole locations (including Dunellen No 1)
Balanced	 Where comprehensive reporting of all Exploration Results is not	Results of historical exploration within the EPC’s has been
reporting	practicable, representative reporting of both low and high grades and/or widths should be practiced to avoid misleading reporting of Exploration	comprehensively reported
	Results.
Other	 Other exploration data, if meaningful and material, should be reported	Not applicable
substantive	including (but not limited to): geological observations; geophysical
exploration	survey results; geochemical survey results; bulk samples – size and method of treatment; metallurgical test results; bulk density,

Lustrum Independent Geological Report – Zephyr Consulting Group Page34

Lustrum Consuelo Coal Project

Criteria	JORC Code explanation	Commentary
data	groundwater, geotechnical and rock characteristics; potential deleterious
	or contaminating substances.
Further	 The nature and scale of planned further work (eg tests for lateral	Further work planned by Lustrum Minerals Limited is detailed in Section
work	extensions or depth extensions or large-scale step-out drilling).	5 of the Independent Geologists Report
	 Diagrams clearly highlighting the areas of possible extensions, including
	the main geological interpretations and future drilling areas, provided
	this information is not commercially sensitive.

Lustrum Independent Geological Report – Zephyr Consulting Group Page35

APPLICATION FORM

Applicants who received this Offer from their broker must return their Application Form and Application Monies back to their broker

ACN 609 594 005

LUSTRUM MINERALS LTD

PUBLIC OFFER – APPLICATION FORM

Broker Code Adviser Code

Option A: Apply Online and Pay Electronically (Recommended)

• Pay Electronically: Applying online allows you to pay electronically, for Australian residents through BPay. Overseas applicants in permitted jurisdictions can also pay electronically through an electronic funds transfer.

• Get in first, it’s fast and simple: Applying online is very easy to do, it eliminates any postal delays and removes the risk of it being potentially lost in transit.

==> picture [66 x 67] intentionally omitted <==

• It’s Secure and Confirmed: Applying online provides you with greater privacy over your instructions and is the only method which provides you with confirmation that your application has been successfully processed.

To apply online, simply scan the barcode to the right with your tablet or mobile device or you can enter the following link into your browser.

https://investor.automic.com.au/lustrumminerals.html

Option B: Standard Application and Pay by Cheque

Enter your details below, attach cheque and return in accordance with the instructions on the reverse.

PLEASE FOLLOW THE INSTRUCTIONS TO COMPLETE THIS APPLICATION FORM (SEE REVERSE) AND PRINT CLEARLY IN CAPITAL LETTERS USING BLACK OR BLUE PEN.

	1. Number of Shares applied for Applicationpayment(multiply box 1 by $0.20per share) , , A$ , , . Applications under the Public Offer must be for a minimum of 10,000 Shares (A$2,000.00), and thereafter in multiples of 1,000 Shares (A$200.00)

	2. Applicant name(s) and postal address - refer to naming standards for correct form of registrable title(s) (See overleaf)	2. Applicant name(s) and postal address - refer to naming standards for correct form of registrable title(s) (See overleaf)	2. Applicant name(s) and postal address - refer to naming standards for correct form of registrable title(s) (See overleaf)	2. Applicant name(s) and postal address - refer to naming standards for correct form of registrable title(s) (See overleaf)	2. Applicant name(s) and postal address - refer to naming standards for correct form of registrable title(s) (See overleaf)	2. Applicant name(s) and postal address - refer to naming standards for correct form of registrable title(s) (See overleaf)	2. Applicant name(s) and postal address - refer to naming standards for correct form of registrable title(s) (See overleaf)	2. Applicant name(s) and postal address - refer to naming standards for correct form of registrable title(s) (See overleaf)	2. Applicant name(s) and postal address - refer to naming standards for correct form of registrable title(s) (See overleaf)	2. Applicant name(s) and postal address - refer to naming standards for correct form of registrable title(s) (See overleaf)	2. Applicant name(s) and postal address - refer to naming standards for correct form of registrable title(s) (See overleaf)	2. Applicant name(s) and postal address - refer to naming standards for correct form of registrable title(s) (See overleaf)	2. Applicant name(s) and postal address - refer to naming standards for correct form of registrable title(s) (See overleaf)	2. Applicant name(s) and postal address - refer to naming standards for correct form of registrable title(s) (See overleaf)	2. Applicant name(s) and postal address - refer to naming standards for correct form of registrable title(s) (See overleaf)	2. Applicant name(s) and postal address - refer to naming standards for correct form of registrable title(s) (See overleaf)	2. Applicant name(s) and postal address - refer to naming standards for correct form of registrable title(s) (See overleaf)	2. Applicant name(s) and postal address - refer to naming standards for correct form of registrable title(s) (See overleaf)	2. Applicant name(s) and postal address - refer to naming standards for correct form of registrable title(s) (See overleaf)	2. Applicant name(s) and postal address - refer to naming standards for correct form of registrable title(s) (See overleaf)	2. Applicant name(s) and postal address - refer to naming standards for correct form of registrable title(s) (See overleaf)	2. Applicant name(s) and postal address - refer to naming standards for correct form of registrable title(s) (See overleaf)	2. Applicant name(s) and postal address - refer to naming standards for correct form of registrable title(s) (See overleaf)	2. Applicant name(s) and postal address - refer to naming standards for correct form of registrable title(s) (See overleaf)	2. Applicant name(s) and postal address - refer to naming standards for correct form of registrable title(s) (See overleaf)	2. Applicant name(s) and postal address - refer to naming standards for correct form of registrable title(s) (See overleaf)	2. Applicant name(s) and postal address - refer to naming standards for correct form of registrable title(s) (See overleaf)	2. Applicant name(s) and postal address - refer to naming standards for correct form of registrable title(s) (See overleaf)	2. Applicant name(s) and postal address - refer to naming standards for correct form of registrable title(s) (See overleaf)	2. Applicant name(s) and postal address - refer to naming standards for correct form of registrable title(s) (See overleaf)
	Suburb/Town State Postcode
	3. Contact details Telephone Number Contact Name(PLEASE PRINT) ( ) Email Address **By providing your email address, you elect to receive all communications despatched by the Company electronically (where legally permissible). **

4. CHESS Holders Only – Holder Identification Number (HIN) X 5. TFN/ABN/Exemption Code Applicant 1 Applicant #2

Note: if the name and address details in sections 2 do not match exactly with your registration details held at CHESS, any Shares issued as a result of your Application will be held on the Issuer Sponsored subregister.

Applicant #3 If NOT an individual TFN/ABN, please note the type in the box C = Company; P = Partnership; T = Trust; S = Super Fund

CORRECT FORMS OF REGISTRABLE TITLE

Note that ONLY legal entities can hold Shares. The application must be in the name of a natural person(s), companies or other legal entities acceptable by the Company. At least one full given name and surname is required for each natural person.

==> picture [539 x 108] intentionally omitted <==

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

Type of Investor Correct Form of Registration Incorrect Form of Registration
Trusts Mr John Richard Sample John Sample Family Trust

Superannuation Funds Mr John Sample & Mrs Anne Sample John & Anne Superannuation Fund

Partnerships Mr John Sample & John Sample & Son
Mr Richard Sample

Clubs/Unincorporated Bodies Mr John Sample Food Help Club
< Food Help Club A/C>
Deceased Estates Mr John Sample Anne Sample (Deceased)

----- End of picture text -----

INSTRUCTIONS FOR COMPLETING THE FORM

This is an Application Form for Ordinary Fully Paid Shares (‘Shares’) in Lustrum Minerals Ltd (ACN 609 594 005) ( Company ), made under the terms set out in the Prospectus dated 21 August 2017 and Supplementary Prospectus dated 31 August 2017.

The Prospectus and Supplementary Prospectus contains important information relevant to your decision to invest and you should read the entire Prospectus and Supplementary Prospectus before applying for Shares. If you are in doubt as to how to deal with this Application Form, please contact your accountant, lawyer, stockbroker or other professional adviser. To meet the requirements of the Corporations Act, this Application Form must not be distributed unless included in, or accompanied by, the Prospectus.

1 Shares applied for - Enter the number of Shares you wish to apply. Your application must be for a minimum of 10,000 Shares (A$2,000) and then in increments of 1,000 shares (A$200). Enter the amount of the Application Monies. To calculate this amount, multiply the number of Shares applied for by the offer price which is A$0.20.

2 Applicant name(s) and postal address - Note that ONLY legal entities can hold Shares. The application must be in the name of a natural person(s), companies or other legal entities acceptable by the Company. At least one full given name and surname is required for each natural person. You should refer to the table for the correct forms of registrable title(s). Applicants using the wrong form of names may be rejected. Enter your postal address for all correspondence. Only one address can be recorded against a holding. With exception to annual reports, all communications to you from the Company will be mailed to the person(s) and address shown. Annual reports will be made available online when they are released.

3 Contact Details - Please advise your contact details between 9:00am WST and 5:00pm WST should we need to speak to you about your application. You can notify any change to your communication preferences by visiting the registry website – www.automic.com.au

4 CHESS Holders - If you are sponsored by a stockbroker or other participant and you wish to hold shares allotted to you under this Application on the CHESS subregister, enter your CHESS HIN. Otherwise leave the section blank and on allotment you will be sponsored by the Company and a “Securityholder Reference Number” (SRN) will be allocated to you.

5 TFN/ABN/Exemption - If you wish to have your Tax File Number, ABN or Exemption registered against your holding, please enter the details. Collection of TFN’s is authorised by taxation laws but quotation is not compulsory and it will not affect your Application Form.

6 Payment - Unless received from their broker, Applicants under the Offer must lodge their Application Form and Application Monies with the Share Registry by 5.00pm (WST) on the Closing Date.

BPAY ® your payment via internet or phone banking. Please visit our share registry's website: https://investor.automic.com.au/lustrumminerals.html and complete the online application form. All online applicants can BPAY their payments via internet or phone banking. A unique reference number will be quoted upon completion of the application. Applicants should be aware of their financial institution's cut-off time (the time payment must be made to be processed overnight) and ensure payment is processed by their financial institution on or before the day prior to the closing date of the offer. BPAY applications will only be regarded as accepted if payment is received by the registry from your financial institution on or prior to the closing date. It is the applicant's responsibility to ensure funds are submitted correctly by the closing date and time.

You do not need to return any documents if you have made payment via BPAY.

Your BPAY reference number will process your payment to your application electronically and you will be deemed to have applied for such securities for which you have paid.

All cheques should be made payable to “Lustrum Minerals Ltd Application Account” and drawn on an Australian bank and expressed in Australian currency and crossed "Not Negotiable".

Cheques or bank drafts drawn on overseas banks in Australian or any foreign currency will NOT be accepted. Any such cheques will be returned and the acceptance deemed to be invalid. Sufficient cleared funds should be held in your account as your acceptance may be rejected if your cheque is dishonoured. Do not forward cash as receipts will not be issued.

Electronic Funds Transfer (EFT) is available for overseas applicants. Please email your completed Application Form and payment method request to hello@automic.com.au. The registry will then contact you with your unique payment reference number and will outline the procedure for making payment by EFT. Applicants should be aware of their financial institution’s cut-off time. It is the Applicant’s responsibility to ensure funds are submitted correctly by the Closing Date and time.

Applicants who received this Offer from their broker must return their Application Form and Application Monies back to their broker. Any cheque must be made payable to the broker.

LODGEMENT INSTRUCTIONS

There is no maximum value of Shares that may be applied for under the Offer. The Company may determine a person to be eligible to participate in the Offer.

The Offer opens at 9.00am (WST) on 29 August 2017 and is expected to close at 5.00pm (WST) on 26 September 2017. The Company may elect to extend the Offer or any part of it, may be closed at any earlier date and time, without further notice. Applicants are therefore encouraged to submit their Applications as early as possible. Completed Application Forms and cheques must be:

Posted to:

Delivered to:

Lustrum Minerals Ltd Lustrum Minerals Ltd C/- Automic C/- Automic PO Box 2226 Level 3, 50 Holt Street STRAWBERRY HILLS NSW 2012 SURRY HILLS NSW 2010

Hand delivery between Sydney office hours only - 9am to 5pm (AEST)

Enquiries in respect of this Share Application Form should be addressed to Automic at +61 2 9698 5414 or hello@automic.com.au. Application Forms must be received no later than 5.00pm (WST) 26 September 2017

Privacy Clause : Automic Pty Ltd (ACN 152 260 814) trading as Automic Registry Services (Automic) advises that Chapter 2C of the Corporation Act 2001 requires information about you as a securityholder (including your name, address and details of the securities you hold) to be included in the public register of the entity in which you hold securities. Primarily, your personal information is used in order to provide a service to you. We may also discose the information that is related to the primary purpose and it is reasonable for you to expect the information to be disclosed. You have a right to access your personal information, subject to certain exceptions allowed by law and we ask that you provide your request for access in writing (for security reasons). Our privacy policy is available on our website – www.automic.com.au