PPK GROUP LIMITED — Capital/Financing Update 2014

Feb 18, 2014

ASX Announcement

19 February 2014

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SHARE PLACEMENT AND SHARE PURCHASE PLAN

The PPK Group Limited ( Company ) Board of Directors has resolved to:

• Make a placement of up to 5.6 million new fully paid ordinary shares in the capital of the Company ( Placement Shares ) to professional or sophisticated investors at an issue price of $0.75 per share ( Issue Price ) to raise up to $4.2 million (before costs) ( Placement ); and

• Offer eligible shareholders the opportunity to subscribe for up to $15,000 worth of new fully paid ordinary shares in the capital of the Company ( Shares ) under a Share Purchase Plan ( SPP ) at an issue price of $0.75 per share to raise up to $2 million (before costs).

Neither the Placement nor the SPP will be underwritten.

PURPOSE OF THE CAPITAL RAISING

The funds raised under the Placement and SPP will be used to provide working capital for the Company's newly acquired COALTRAM mining services business and to retire some short term debt associated with the COALTRAM business acquisition.

PLACEMENT

The approval of shareholders under ASX Listing Rule 10.11 will be sought at a General Meeting of the Company proposed to be held on 9 April 2014 for the Directors (or their associated entities) listed in the table below to participate in the Placement in respect of the number of Placement Shares set out opposite their names in the table below:

**Director **	Number of Placement Shares
Robin Levison	200,000
Glenn Molloy	200,000
GraemeWebb	1,033,368
JuryWowk	87,698
RayBeath	57,179
**Total **	1,578,245

The issue of the balance of the Placement Shares will be within the Company's annual 15% placement capacity under ASX Listing Rule 7.1 and does not require shareholder approval under that Listing Rule or otherwise.

The Placement Shares will be issued without a disclosure document under Part 6D.2 of the Corporations Act 2001 and the Company will give to the ASX a notice in accordance with section 708A(5)(e) of the Corporations Act ( Cleansing Notice ) within 5 business days after the issue of the Placement Shares.

SHARE PURCHASE PLAN

The SPP is available only to Australian and New Zealand shareholders who were registered as holders of fully paid ordinary shares in the company at 7pm (Sydney time) on 18 February 2014 ( Eligible Shareholder ).

The SPP will enable each Eligible Shareholder to purchase up to $15,000 of Shares at an attractive price, free of all brokerage and commissions.

The SPP is capped at $2 million. Accordingly if the Company receives valid applications in excess of $2 million under the SPP the Company will scale back applications and return excess funds to applicants without interest. The complete terms of the SPP will be set out in the SPP booklet which will be dispatched to eligible shareholders by 3 March 2014.

RANKING OF NEW SHARES

All of the Placement Share and the Shares issued under the SPP will rank equally in all respects with existing fully paid shares in the Company as from the respective dates on which they are issued. They will be entitled to receive any dividend declared by the Company for the first half of FY14.

KEY Dates*

Key dates for the Placement (other than the Placement Shares proposed to be issued to the Directors (or their associated entities) as detailed above) and Share Purchase Plan are set out below:

Event	Date	Explanation
Record Date for SPP	18 February 2014	Date for determining EligibleShareholders
Placement and SPP announced	19 February 2014	Details announced to ASX
Placement Share issue date	27 February 2014	Date that Placement Shares are issuedto sophisticated and professionalinvestors underthePlacement
Placement Shares trading date	27 February 2014	Date that Placement Sharescommence trading on ASX
Opening Date	3 March 2014	Date that SPP offer documentation isdespatched to Eligible Shareholdersand the SPPopens
Closing Date	25 March 2014	Offer closes at 5:00pm (Sydney time)on this date
Scale-back announcement	28 March 2014	Any required scale back in relation tothe SPP is announced
Issue Date	7 April 2014	Shares to be issued under the SPP areallotted
Despatch Date	8 April 2014	Confirmation of transaction despatchedto Eligible Shareholders
SPP Shares Trading Date	9 April 2014	Date that SPP Shares commencetrading on ASX

• Dates are indicative only and the Company retains the right to vary each of these dates without advance notification to Eligible Shareholders. However, any alteration to these dates will be notified to the ASX.

For further information please contact:

Robin Levison Executive Chairman Tel: 61 (2) 9241 7372