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PEAKO LIMITED Capital/Financing Update 2017

Dec 19, 2017

65567_rns_2017-12-19_1fad65dc-1147-4714-a81b-a0674175551f.pdf

Capital/Financing Update

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Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement, application for quotation of additional securities and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX's property and may be made public.

Introduced 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12, $04/03/13$

Name of entity

PEAKO LIMITED

ABN

79 131 843 868

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

  • $\mathbf{1}$ +Class of +securities issued or to he issued
  • Ordinary Shares $\mathbf{1}$ . 2. Options to acquire ordinary shares
  • Number of +securities issued or $\overline{2}$ to be issued (if known) or maximum number which may be issued
  • 21,001,541 ordinary shares $\mathbf{1}$ . 21,001,541 30 June 2019 options to $\overline{2}$ . acquire ordinary shares issued.
  • $\alpha$ f Principal terms the $\overline{\mathbf{3}}$ +securities (e.g. if options, exercise price and expiry date; if partly paid +securities, the amount outstanding and due dates for payment; if securities. +convertible the conversion price and dates for conversion)
  1. Ordinary shares ranking equally with all other ordinary shares on issue

  2. The options are exerciseable at $$0.025$ (2.5) cents) each, expire on 30 June 2019 and a holder of options will be issued one ordinary share for each option exercised

+ See chapter 19 for defined terms.

$\bar{\mathcal{A}}$

$\overline{4}$ Do the + securities rank equallyin all respects from the + issuedate with an existing + class ofquoted +securities?If the additional + securities donot rank equally, please state:the date from which they dothe extent to which theyfor theparticipatenextdividend, (in the case of adistribution)trust,Oľinterest paymentthe extent to which they donot rank equally, other thanrelation tothenextindividend,distributionorinterest payment 1. YesNo2.However, an ordinary share issued upon theexercise of an option will rank equally in allrespects from the date of issue of thatordinary share
5 Issue price or consideration $$0.015$ per share $(1.5$ cents)1.N/A2.
6 Purpose of the issue(If issued as consideration forthe acquisition of assets, clearlyidentify those assets) Working capitalexplorationandandevaluation expenditure.
6a Is the entity an + eligible entityobtainedsecuritythathasholder approval under rule 7.1A? Yes
If Yes, complete sections 6b - 6hin relation to the + securities thesubject of this Appendix 3B, andcomply with section 6i
6b The date the security holderresolution under rule 7.1A waspassed 29 November 2017
6c Number of + securities issuedwithout security holder approvalunder rule 7.1 The issue is a pro rata Rights Issue andsecurity holder approval under rule 7.1 is notrequired
6d Number of + securities issuedwith security holder approvalunder rule 7.1A The issue is a pro rata Rights Issue andsecurity holder approval under rule 7.1A isnot required

+ See chapter 19 for defined terms.

with security holder approval under rule 7.3, or another not required specific security holder approval (specify date of meeting) 6f Number of +securities issued under an exception in rule 7.2 Not applicable 6g If +securities issued under rule 7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the +issue date and both values. Include the source of the VWAP calculation. Not applicable 6h If +securities were issued under rule $7.1A$ for non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements Calculate the entity's remaining 6i See attached issue capacity under rule 7.1 and rule 7.1A - complete Annexure 1 and release to ASX Market Announcements

$\overline{7}$ +Issue dates

6e

Note: The issue date may be prescribed by ASX (refer to the definition of issue date in rule 19.12). For example, the issue date for a pro rata entitlement issue must comply with the applicable timetable in Appendix 7A.

Number of +securities issued

Cross reference: item 33 of Appendix 3B.

8 Number and +class of all +securities quoted on ASX (including the +securities in section 2 if applicable)

Number + Class
72,020,678 Ordinary shares
21,001,541 Options expiring30/06/2019exercisable at$$0.025(2.5 \text{ cents})$

The issue is a pro rata Rights Issue and security holder approval under rule 7.3 is

  1. 21,001,541 ordinary shares 2. 21,001,541 options (30 June 2019)

20 December 2017.

+ See chapter 19 for defined terms.

Number + Class
9 Number and + class of all*securities not quoted on ASX(including the + securitiesinsection 2 if applicable) 5,000,000 options Options expiring24/11/2019exercisable at $0.04(4 cents)
$\mathbf{r}$ $\blacksquare$

Dividend policy (in the case of a $\fbox{All shares rank equally for dividend trust, distribution policy) on the increased capital (interests)$ 10

Part 2 - Pro rata issue

11 approvalsecurityholderIsrequired? Not applicable (see Appendix 3B dated 23November 2017 for details)
12 Is the issue renounceable or non-renounceable?
13 Ratio in which the + securitieswill be offered
14 + Class of + securities to which theoffer relates
15 determine+ Recorddatetoentitlements
16 differentholdingsWillonregisters (or subregisters) becalculatingaggregatedforentitlements?
17 Policy for deciding entitlementsin relation to fractions
18 Names of countries in which theentity has security holders whowill not be sent new offerdocumentsNote: Security holders must be told how their
entitlements are to be dealt with.Cross reference: rule 7.7.
19 dateforreceiptοfClosingacceptances or renunciations

$\bar{\gamma}$

+ See chapter 19 for defined terms.

20 Names of any underwriters
21 Amount of any underwriting feeor commission
22 Names of any brokers to theissue $\overline{a}$
23 Fee or commission payable tothe broker to the issue
24 Amount of any handling feepayable to brokers who lodgeacceptances or renunciations on
behalf of security holders
25 If the issue is contingent on
security holders' approval, the
date of the meeting
26 Date entitlement and acceptance
form and offer documents will be
sent to persons entitled
27 If the entity has issued options, $\overline{\phantom{a}}$
and the terms entitle option
holdersparticipatetoon
exercise, the date on which
notices will be sent to option
holders
28 Date rights trading will begin (if
applicable)
29 Date rights trading will end (if
applicable)
30 How do security holders sell
their entitlements in full through
a broker?
31 How do security holders sell partof their entitlements through a
acceptfor thebrokerand
balance?

+ See chapter 19 for defined terms.

32 How do security holders dispose -of their entitlements (except bysale through a broker)?
+ Issue date

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

Type of +securities 34 (tick one)

$(b)$

+Securities described in Part 1

All other +securities

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or
documents

35

36

  • If the *securities are *equity securities, the names of the 20 largest holders of the additional +securities, and the number and percentage of additional +securities held by those holders
  • If the *securities are *equity securities, a distribution schedule of the additional *securities setting out the number of holders in the categories $1 - 1,000$ $1,001 - 5,000$ $5,001 - 10,000$ 10,001 - 100,000

100,001 and over

37

A copy of any trust deed for the additional +securities

+ See chapter 19 for defined terms.

Entities that have ticked box 34(b)

  • 38 Number of +securities for which +quotation is sought
  • +Class of +securities for which 39 quotation is sought
  • Do the +securities rank equally in 40 all respects from the +issue date with an existing +class of quoted +securities?

If the additional +securities do not rank equally, please state:

  • the date from which they do
  • the extent to which they $\overline{a}$ participate for the next dividend, (in the case of a trust, distribution) or interest payment
  • the extent to which they do $\bullet$ not rank equally, other than in relation to the next dividend, distribution $\alpha$ r interest payment
  • Reason for request for quotation $41$ now

Example: In the case of restricted securities, end of restriction period

(if issued upon conversion of another +security, clearly identify that other 'security)

Number and +class of all $42$ quoted on ASX +securities (including the $+$ securities in clause $38)$

Number + Class

Quotation agreement

  • +Quotation of our additional +securities is in ASX's absolute discretion. ASX $\mathbf{I}$ may quote the 'securities on any conditions it decides.
  • We warrant the following to ASX. $\overline{2}$
    • The issue of the 'securities to be quoted complies with the law and is $\ddot{\phantom{a}}$ not for an illegal purpose.
    • There is no reason why those 'securities should not be granted +quotation.
    • An offer of the 'securities for sale within 12 months after their issue will not require disclosure under section $707(3)$ or section $1012C(6)$ of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

  • Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any 'securities to be quoted and that no-one has any right to return any 'securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the 'securities be quoted.
  • If we are a trust, we warrant that no person has the right to return the $\bullet$ *securities to be quoted under section 1019B of the Corporations Act at the time that we request that the 'securities be quoted.
  • We will indemnify ASX to the fullest extent permitted by law in respect of any $\overline{3}$ claim, action or expense arising from or connected with any breach of the warranties in this agreement.
  • We give ASX the information and documents required by this form. If any $\overline{4}$ information or document is not available now, we will give it to ASX before +quotation of the +securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

drol

Sign here:

. . . . . . . . . . . . . . . . . . . . (Director)

Date: 20 December 2017

Print name:

Raewyn Clark $= = = = = = =$

+ See chapter 19 for defined terms.

Appendix 3B - Annexure 1

Calculation of placement capacity under rule 7.1 and rule 7.1A for eligible entities

Introduced 01/08/12 Amended 04/03/13

Part 1

$\overline{\phantom{a}}$

Rule 7.1 – Issues exceeding 15% of capital
Step 1: Calculate "A", the base figure from which the placementcapacity is calculated
Insert number of fully paid + ordinarysecurities on issue 12 months before the+ issue date or date of agreement to issue 51,019,137
Add the following:Number of fully paid + ordinary securitiesissued in that 12 month period under anexception in rule 7.2 $\Omega$
Number of fully paid +ordinary securities$\bullet$issued in that 12 month period withshareholder approval
Number of partly paid +ordinarysecurities that became fully paid in that12 month period
Note:Include only ordinary securities here -other classes of equity securities cannotbe addedInclude here (if applicable) the securitiesthe subject of the Appendix 3B to whichthis form is annexedIt may be useful to set out issues ofsecurities on different dates as separateline items
Subtract the number of fully paid + ordinarysecurities cancelled during that 12 monthperiod $\Omega$
"A" 51,019,137

+ See chapter 19 for defined terms.

Step 2: Calculate 15% of "A"
"B" 0.15[Note: this value cannot be changed]
Multiply "A" by 0.15 7,652,871
that has already been used Step 3: Calculate "C", the amount of placement capacity under rule 7.1
Insert number of + equity securities issuedor agreed to be issued in that 12 monthperiod not counting those issued: 0
Under an exception in rule 7.2
Under rule 7.1A
With security holder approval under rule7.1 or rule 7.4
Note:This applies to equity securities, unlessspecifically excluded - not just ordinarysecuritiesInclude here (if applicable) the securities٠the subject of the Appendix 3B to whichthis form is annexedIt may be useful to set out issues ofsecurities on different dates as separateline items
"С" 0
Step 4: Subtract "C" from ["A" x "B"] to calculate remainingplacement capacity under rule 7.1
"A" x 0.15 7,652,871
Note: number must be same as shown inStep 2
Subtract "C" 0
Note: number must be same as shown inStep 3
Total ["A" $\times$ 0.15] – "C" 7,652,871
[Note: this is the remaining placementcapacity under rule 7.1]

+ See chapter 19 for defined terms.

Part 2

Rule 7.1A - Additional placement capacity for eligible entities
Step 1: Calculate "A", the base figure from which the placementcapacity is calculated
"A" 51,019,137
Note: number must be same as shown inStep 1 of Part 1
Step 2: Calculate 10% of "A"
"D" 0.10
Note: this value cannot be changed
Multiply "A" by 0.10 5,101,914
Step 3: Calculate "E", the amount of placement capacity under rule7.1A that has already been used
Insert number of + equity securities issuedor agreed to be issued in that 12 monthperiod under rule 7.1A 0
Notes:This applies to equity securities - notjust ordinary securitiesInclude here $-$ if applicable $-$ thesecurities the subject of the Appendix3B to which this form is annexedDo not include equity securities issued$\bullet$under rule 7.1 (they must be dealt within Part 1), or for which specific securityholder approval has been obtainedIt may be useful to set out issues of$\bullet$securities on different dates as separateline items
"F" 0

$\hat{\boldsymbol{\beta}}$

+ See chapter 19 for defined terms.

Step 4: Subtract "E" from ["A" x "D"] to calculate remainingplacement capacity under rule 7.1A
"A" $\times$ 0.10 5,101,914
Note: number must be same as shown inStep 2
Subtract "E" 0
Note: number must be same as shown inStep 3
Total ["A" $\times$ 0.10] – "E" 5,101,914
Note: this is the remaining placementcapacity under rule 7.1A

+ See chapter 19 for defined terms.

Peako Limited

Security class: PKOO - OPTIONS @ $0.025 EXP 30 JUNE 2019 As at date: 20-Dec-2017

Top holders grouped report

Position Holder Name Holding $%$ IC
1 HAWKESTONE RESOURCES PTY LTD 4,551,260 21.67%
$\overline{2}$ SOUTHERN ENERGY PTY LTD 3,826,423 18.22%
$\overline{3}$ SACROSANCT PTY LTD 3,120,000 14.86%
$\overline{4}$ 500 CUSTODIAN PTY LTD 2,240,000 10.67%
5 MR ERNEST GEOFFREY ALBERS 1,680,000 8.00%
$6\phantom{1}$ ALBERS CUSTODIAN COMPANY PTY LTD 880,000 4.19%
$\overline{7}$ MR CHARLES WAITE MORGAN 779,181 3.71%
8 AUSTRALIS FINANCE PTY LTD 731,291 3.48%
$\overline{8}$ AURALANDIA PTY LTD 731,291 3.48%
$\overline{9}$ KSLCORP PTY LTD 640,000 3.05%
$\overline{10}$ GREAT MISSENDEN HOLDINGS PTY LTD 609,409 2.90%
11 MR MICHAEL LESLIE JEFFERIES 400,000 1.90%
11 MRS JULIA GRACE PARFITT 400,000 1.90%
$\overline{12}$ MR PETER SCOTT 76,600 0.36%
13 MRS HELEN HARDWICK 40,000 0.19%
$\overline{13}$ MR TREVOR TRYPHON 40,000 0.19%
14 WRAGG SUPER PTY LTD 38,183 0.18%
$\overline{15}$ MRS FLORENCE LYNETTE KELLETT 28,000 0.13%
16 MR DAVID JOHN INCHER 23,360 0.11%
$\overline{17}$ MRS JUDITH ANNE HOLLAND 13,951 0.07%
18 1 PLUS 4 PTY LTD 12,320 0.06%
19 MR MICHAEL JOHN GALE 11,429 0.05%
20 FORSYTH BARR CUSTODIANS LTD 11,004 0.05%
Total 20,883,702 99.44%
Total issued capital - selected securityclass(es) 21,001,541 100.00%

Holdings Range Report

Holding Ranges Holders Total Units % Issued Share Capital
$1 - 1,000$ 14 7,063 0.03%
$1,001 - 5,000$ 19 54,582 0.26%
$5,001 - 10,000$ 8 56,194 0.27%
10,001 - 100,000 10 294,847 1.40%
100,001 - 9,999,999,999 13 20,588,855 98.04%
Totals 64 21,001,541 100.00%