Paladin Energy : Appendix 3B - Placement

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

Paladin Energy Ltd (PDN)

ABN

47 061 681 098

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
2. Number of +securities issued or to be issued (if known) or maximum number which may be issued

Fully Paid Ordinary Shares

224,812,641

3	Principal terms of the +securities	Fully Paid Ordinary Shares
	(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)

1. 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:
2. • 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
3. Issue price or consideration
4. Purpose of the issue
   (If issued as consideration for the acquisition of assets, clearly identify those assets)

Yes

A$0.115 per share

Funds will be used to fund the Company's working capital requirements: including care and maintenance costs associated with its African mines, exploration tenement costs, corporate costs and costs associated with the Langer Heinrich restart and optimisation studies currently underway.

6a Is the entity an +eligible entity No that has obtained security holder approval under rule 7.1A?

If Yes, complete sections 6b - 6h in relation to the +securities the subject of this Appendix 3B, and comply with section 6i

6b The date the security holder n/a

resolution under rule 7.1A was passed

6c Number of +securities issued 224,812,641 without security holder approval

under rule 7.1

6d Number of +securities issued n/a

with security holder approval under rule 7.1A

+ See chapter 19 for defined terms.

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04/03/2013

6e Number of +securities issued n/a

with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting)

6f Number of +securities issued under an exception in rule 7.2

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.

n/a

n/a

6h	If +securities were issued under	n/a
	rule	7.1A	for	non-cash
	consideration, state	date	on
	which		valuation		of
	consideration	was released	to
	ASX Market Announcements

6i Calculate the entity's remaining issue capacity under rule 7.1 and rule 7.1A - complete Annexure 1 and release to ASX Market Announcements

Rule 7.1 - 38,000,000 Rule 7.1A - n/a

7	+Issue dates	19 September 2019
	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.
	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
1,976,896,913	Ordinary Shares

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

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

Number	+Class
3,835,000	2015			Share
	appreciation	rights
	(granted 1 November
	2015 and	31	March
	2016)
1,590,000	2016			Share
	Appreciation	Rights
	(granted		11
	November 2016)
6,255,000	2018			Share
	Appreciation	Rights
	(granted	16	April
	2018)
5,000,000	Share	Appreciation
	Rights (granted 1 July
	2018)
2,500,000	Share	Appreciation
	Rights	(granted 1
	March 2019)
2,500,000	Share	Appreciation
	Rights (granted 1 July
	2019)
n/a

Part 2 - Pro rata issue

11 Is security holder approval n/a required?

12	Is the issue renounceable or non-	n/a
	renounceable?

13 Ratio in which the +securities n/a will be offered

14	+Class of +securities to which the	n/a
	offer relates

+ See chapter 19 for defined terms.

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04/03/2013

15	+Record date to determine	n/a
	entitlements

16 Will holdings on different n/a registers (or subregisters) be aggregated for calculating entitlements?

1. Policy for deciding entitlements in relation to fractions
2. 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.

n/a

n/a

1. Closing date for receipt of acceptances or renunciations
2. Names of any underwriters
3. Amount of any underwriting fee or commission
4. Names of any brokers to the issue
5. Fee or commission payable to the broker to the issue
6. Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of security holders

n/a

n/a

n/a

n/a

n/a

n/a

25 If the issue is contingent on n/a security holders' approval, the date of the meeting

26	Date entitlement and acceptance	n/a
	form and offer documents will be
	sent to persons entitled

27 If the entity has issued options, n/a and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders

28	Date rights trading will begin (if	n/a
	applicable)