RESOLUTION MINERALS LTD — Capital/Financing Update 2017

Sep 19, 2017

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Confirmations

Northern Cobalt Limited ( Company ) provides the following confirmations to satisfy conditions for admission of the Company’s securities to quotation on ASX.

1. Equity Issues

The Company confirms that it has issued:

• 1.1 21,067,500 fully paid shares in the issued capital of the Company ( Shares ) at an issue price of $0.20 per Share ( Offer ); (ASX Ref 1.1)

• 1.2 3,510,000 Vendor Shares at a deemed issue price of $0.20 per share; (ASX Ref 1.8)

• 1.3 10,533,750 quoted Investor Options with an exercise price of $0.20 and an expiry date of 2 years from date of settlement of the Offer to applicants under the Offer; (ASX Ref 1.1)

• 1.4 5,800,000 unquoted Promoter Options exercisable at $0.25 and an expiry date 4 years from date of settlement of the Offer; (ASX Ref 1.8 and 2.2.9(d))

• 1.5 8,000,000 class A performance shares to the vendors of Mangrove Resources Pty Ltd; (ASX Ref 1.8)

• 1.6 2,925,000 class B performance shares to the vendors of Mangrove Resources Pty Ltd. (ASX Ref 1.8)

• 1.7 1,600,000 class A performance shares to the promoters of the Offer; and (ASX Ref 1.9 and 2.2.9(d))

• 1.8 650,000 class B performance shares to the promoters of the Offer. (ASX Ref 1.9 and 2.2.9(d))

The Company confirms the close of the Offer made under the Company’s prospectus dated 30 June 2017 ( the Prospectus ) as amended by the supplementary prospectus dated 16 August 2017 and completion of the allotment under each of the Offers. (ASX Ref 1.1)

2. Conditions of the Offer

The Company confirms that all conditions in respect to the Offer have been satisfied and the Offer has been closed. (ASX Ref 2.2.9(a))

3. Conditions Precedent of the Share Sale Agreement

The Company confirms the satisfaction of the conditions precedent to, and completion of, the Share Sale Agreement entered into by the Company to acquire all of the issue capital of Mangrove Resources Pty Ltd ( Share Sale Agreement ) (ASX Ref 1.8 and 2.2.9(c)) , including the issue of the following securities:

• 1.1 3,510,000 Vendor Shares at a deemed issue price of $0.20 per share (ref 1.2 above); (ASX Ref 1.8)

• 1.2 8,000,000 class A performance shares to the vendors of Mangrove Resources Pty Ltd; and (ASX Ref 1.8)

• 1.3 2,925,000 class B performance shares to the vendors of Mangrove Resources Pty Ltd. (ASX Ref 1.8)

4. Performance shares

The Company confirms that, in respect of the issue of the Performance Shares, the Company will satisfy the conditions of the listing rule 6.1 confirmation decision dated 25 August 2017, including complying with the enhanced disclosure requirements. (ASX Ref 2.2.13)

A Level 3, 29 King William Street, Adelaide SA 5000 | T (08) 8465 0700 | E info@northerncobalt.com.au www.northerncobalt.com.au

5. Legal, regulatory or contractual impediments

The Company confirms that there are no legal, regulatory, statutory or contractual impediments to the Company entering its tenements listed on pages 181 to 183 of the Prospectus and carrying out exploration activities such that the Company will be able to spend its cash in accordance with its commitments for the purposes of Listing Rule 1.3.2(b. (ASX Ref 1.10 & 2.2.10)

6. No material subsequent events

The Company confirms there have been no material subsequent events to alter the Company’s consolidated statement of financial position as detailed in appendix 1 of the supplementary prospectus dated 16 August 2017. (ASX Ref 2.2.9(b))

Jaroslaw (Jarek) Kopias

Company Secretary

A Level 3, 29 King William Street, Adelaide SA 5000 | T (08) 8465 0700 | E info@northerncobalt.com.au www.northerncobalt.com.au