RAGNAR METALS LIMITED — Capital/Financing Update 2017

May 31, 2017

283 Rokeby Road Subiaco WA 6008 P: +61 8 6141 3500 F: +61 8 9481 1947 E: info@drakeresources.com.au

1 June 2017

APPENDIX 3B - AMENDED

Drake Resources Limited (ASX: DRK) advises that the total number of fully paid ordinary shares in the Company is 7,052,490. This number has been corrected in Section 8 of the attached amended Appendix 3B lodged on 8 May 2017.

Jay Stephenson COMPANY SECRETARY

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, and 04/03/13

Name of entity

DRAKE RESOURCES LIMITED

ABN

We (the entity) give ASX the following information.

Part 1 - All issues

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

• 1 +Class of +securities issued or to be issued 1. Fully Paid Ordinary Shares
  • 2 Number of +securities issued or to be issued (if known) or maximum number which may be issued
  • 3 Principal terms of the +securities (e.g. if options, exercise price and expiry date; if partly paid +securities, the amount outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion)
  • 4 Do the +securities rank equally in all respects from the +issue date with an existing +class of quoted +securities?

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

• the date from which they do

• the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment

• the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment

• 1. Unlisted Options
• 1. 116,666 (post consolidation) 2. 14,000,000
• 1. Fully Paid Ordinary Shares 2. 3 cent Options, expiring 5 May 2021
• 1. Yes
• 1. No upon exercise of Options, ordinary shares will rank equally in all respects

+ See chapter 19 for defined terms.

APPENDIX 3B New issue announcement

5	Issue price or consideration	1.$0.01 per Share2.Nil
6	Purpose of the issue(Ifissuedasconsiderationfortheacquisition of assets, clearly identify thoseassets)	1.Facility Funding Shares2.Issue of Director Options as approved byShareholders at the AGM held on 5 April 2017
6a	Is the entity an +eligible entity that hasobtained security holder approval underrule 7.1A?	No
	If Yes, complete sections 6b – 6h in relationto the +securities the subject of thisAppendix 3B, and comply with section 6i
6b	The date the security holder resolutionunder rule 7.1A was passed	N/A
6c	+securitiesNumberofissuedwithoutsecurity holder approval under rule 7.1	N/A
6d	Number of +securities issued with securityholder approval under rule 7.1A	N/A
6e	Number of +securities issued with securityholder approval under rule 7.3, or anotherspecific security holder approval (specifydate of meeting)	N/A
6f	Number of +securities issued under anexception in rule 7.2	N/A
6g	If +securities issued under rule 7.1A, wasissue price at least 75% of 15 day VWAP ascalculated under rule 7.1A.3? Include the+issue date and both values.Include thesource of the VWAP calculation.	N/A
6h	If +securities were issued under rule 7.1A fornon-cash consideration, state date on whichvaluation of consideration was released toASX Market Announcements	N/A
6i	Calculatetheentity'sremainingissuecapacity under rule 7.1 and rule 7.1A –complete Annexure 1 and release to ASXMarket Announcements	7.1158,5747.1AN/A
7	+Issue dates7Note: The issue date may be prescribed by ASX (refer to thedefinition of issue date in rule 19.12). For example, the issuedate for a pro rata entitlement issue must comply with theapplicable timetable in Appendix 7A.Cross reference: item 33 of Appendix 3B.	1.11 April 20172.5 May 2017

• 8 Number and +class of all + securities quoted on ASX (including the + securities in section 2 if applicable)
• 9 Number and +class of all + securities not quoted on ASX (including the securities in section 2 if applicable)

Number	+Class
7,052,490	Ordinary Shares
2,440,266	3 cent Options, expiring
	01/08/2017
Number	+Class
14,000,000	3 cent Options, expiring
	05/05/2021

10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)

N/A

Part 2 - Pro rata issue

• 11 Is security holder approval required? N/A
• 12 Is the issue renounceable or non-renounceable?
• 13 Ratio in which the + securities will be offered N/A
• 14 +Class of + securities to which the offer relates
• 15 +Record date to determine entitlements N/A
• 16 Will holdings on different registers (or subregisters) be aggregated for calculating entitlements?
• 17 Policy for deciding entitlements in relation to fractions
• 18 Names of countries in which the entity has security holders who will not be sent new offer documents Note: Security holders must be told how their entitlements are

to be dealt with. Cross reference: rule 7.7.

19 Closing date for receipt of acceptances or renunciations

20 Names of any underwriters N/A

• 21 Amount of any underwriting fee or commission
• 22 Names of any brokers to the issue N/A

N/A
N/A
N/A
N/A
N/A
N/A
N/A

• See chapter 19 for defined terms.

APPENDIX 3B New issue announcement

23	Fee or commission payable to the broker tothe issue	N/A
24	Amount of any handling fee payable tobrokerswholodgeacceptancesorrenunciations on behalf of security holders	N/A
25	If the issue is contingent on security holders'approval, the date of the meeting	N/A
26	Date entitlement and acceptance form andoffer documents will be sent to personsentitled	N/A
27	If the entity has issued options, and theterms entitle option holders to participateon exercise, the date on which notices willbe sent to option holders	N/A
28	Date rights trading will begin (if applicable)	N/A
29	Date rights trading will end (if applicable)	N/A
30	Howdosecurityholdersselltheirentitlements in full through a broker?	N/A
31	How do security holders sell part of theirentitlements through a broker and acceptfor the balance?	N/A
32	How do security holders dispose of theirentitlements (exceptby sale through abroker)?	N/A
33	+Issue date	N/A

Part 3 - Quotation of securities

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

• 34 Type of + securities (tick one)
• (a) ☒ +Securities described in Part 1
• (b) ☐ All other + securities

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

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

35 ☐ If the + securities are +equity securities, the names of the 20 largest holders of the additional + securities, and the number and percentage of additional + securities held by those holders

• See chapter 19 for defined terms.

• 36 ☐ If the + securities are +equity securities, a distribution schedule of the additional + securities setting out the number of holders in the categories 1 - 1,000 1,001 - 5,000 5,001 - 10,000
  • 10,001 100,000 100,001 and over
• 37 ☐ A copy of any trust deed for the additional + securities

Entities that have ticked box 34(b)

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

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

• the date from which they do
• the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment
• the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment
• 41 Reason for request for quotation now Example: In the case of restricted securities, end of restriction period

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

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

N/A
N/A
N/A
N/A
Number	+Class
N/A	N/A

Quotation agreement

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

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

+ See chapter 19 for defined terms.

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

Sign here: Date: 8 May 2017

Print name: JAY STEPHENSON Company Secretary

== == == == ==

Appendix 3B – Annexure 1

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

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

Part 1

Rule 7.1 –Issues exceeding 15% of capital
STEP 1: Calculate "A", the base figure from which the placement capacity is calculated
Insert number of fully paid ordinary securities on issue 12 monthsbefore date of issue or agreement to issue	6,270,490 (post consolidation)
Add the following:
Number of fully paid ordinary securities issued in that 12 monthperiod under an exception in rule 7.2
Number of fully paid ordinary securities issued in that 12 monthperiod with shareholder approval
Number of partly paid ordinary securities that became fully paid inthat 12 month period
Note:• Include only ordinary securities here – other classes of equity securities cannot beadded• Include here (if applicable) the securities the subject of the Appendix 3B to which thisform is annexed• It may be useful to set out issues of securities on different dates as separate line items
Subtract the number of fully paid ordinary securities cancelled duringthat 12 month period
"A"	6,270,490
STEP 2: Calculate 15% of "A"
"B"	0.15[Note: this value cannot be changed]
Multiply " A " b y 0 . 1 5	940,574
STEP 3: Calculate "C", the amount of placement capacity under rule 7.1 that has already been used
Insert number of equity securities issued or agreed to be issued inthat 12 month period not counting those issued:	665,334 Ordinary Shares – CollateralShares issued 22 December 2016
Under an exception in rule 7.2	(post consolidation)
Under rule 7.1A
With security holder approval under rule 7.1 or rule 7.4	116,666 Ordinary Shares – FundingFee Facility issued 11 April 2017 (post
Note: This applies to equity securities, unless specifically excluded – not just ordinarysecurities	consolidation)
 Include here (if applicable ) the securities the subject of the Appendix 3B to which thisform is annexed It may be useful to set out issues of securities on different dates as separate line items
"C"	782,000
Step 4: Subtract "C" from ["A" x "B"] to calculate remaining placement capacity under rule 7.1
" A " x 0 . 1 5	940,574
Note: number must be same as shown in Step 2

+ See chapter 19 for defined terms.

Subtract "C"Note: number must be same as shown in Step 3	782,000
Total [ " A " x 0 . 1 5 ] – " C "	158,574
	[Note: this is the remaining placement capacityunder rule 7.1]

Part 2

Rule 7.1A –Additional placement capacity for eligible entitiesStep 1: Calculate "A", the base figure from which the placement capacity is calculated
Note: number must be same as shown in Step 1 of Part 1
Step 2: Calculate 10% of "A"
"D"	0.10
	[Note: this value cannot be changed]
Multiply " A " b y 0 . 1 0	N/A
Step 3: Calculate "E", the amount of placement capacity under rule 7.1A that has already been used
Insert number of equity securities issued or agreed to be issued inthat 12 month period under rule 7.1ANotes: This applies to equity securities – not just ordinary securities Include here – if applicable – the securities the subject of the Appendix 3B to whichthis form is annexed Do not include equity securities issued under rule 7.1 (they must be dealt with in Part1), or for which specific security holder approval has been obtained	N/A
 It may be useful to set out issues of securities on different dates as separate line items"E"	nil
Step 4: Subtract "E" from ["A" x "D"] to calculate remaining placement capacity under rule 7.1A
" A " x 0 . 1 0	N/A
Note: number must be same as shown in Step 2
Subtract "E"	nil
Note: number must be same as shown in Step 3
Total [ " A " x 0 . 1 0 ] – " E "	nil[Note: this is the remaining placement capacityunder rule 7.1A]