Cape Lambert Resources : Appendix 3B

Appendix 3B

New issue announcement

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

Name of entity

Cape Lambert Resources Limited

ABN

71 095 047 920

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 (Shares)

12,000,000 Shares

3	Principal	terms	of	the	Fully paid ordinary shares
	+securities (eg, 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)

+ See chapter 19 for defined terms.

01/08/2012

Appendix 3B Page 1

Appendix 3B

New issue announcement

1. Do the +securities rank equally in all respects from the date of allotment 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

$0.005 per share

Partial conversion of convertible notes issued to Winance Investment LLC (per ASX Announcement 31 July 2019)

6a Is the entity an +eligible entity 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 resolution under rule 7.1A was passed

Yes

29 November 2018

6c Number of +securities issued N/a

without security holder approval under rule 7.1

+ See chapter 19 for defined terms.

Appendix 3B Page 2

01/08/2012

Appendix 3B

New issue announcement

6d Number of +securities issued N/a

with security holder approval under rule 7.1A

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.

12,000,000 Shares

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

7.1 - 9,762,676

7.1A - 106,014,054

7 Dates of entering +securities 30 September 2019 into uncertificated holdings or

despatch of certificates

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

Number +Class

1,078,473,876 Fully Paid Ordinary Shares

+ See chapter 19 for defined terms.

01/08/2012

Appendix 3B Page 3

Appendix 3B

New issue announcement

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
15,336,363	Unlisted	Options	(exercisable
	at $0.07 each on or before 12
	March 2020)
7,667,727	Unlisted	Options	(exercisable
at $0.07 each on or before 19
	March 2020)
5,250,000	Unlisted	Options	(exercisable
at $0.04 each on or before 31
	March 2020)
15,000,000	Unlisted	Options	(exercisable
at $0.03 each on or before 30
	June 2021)
5,000,000	Unlisted	Options	(exercisable
	at $0.05 each on or before 13
	December 2020)
207,986	Convertible		note	(in
accordance with terms of the
	Magna	convertible	note
	announced	17	December
	2018).
1,070	Convertible		note	(in
	accordance with terms of the
	Winance	convertible	note
	announced 31 July 2019)
N/A

+ See chapter 19 for defined terms.

Appendix 3B Page 4

01/08/2012

Appendix 3B

New issue announcement

Part 2 - Bonus issue or 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
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 issue documents

Note: Security holders must be told how their entitlements are to be dealt with.

Cross reference: rule 7.7.

N/A

N/A

19 Closing date for receipt of N/A acceptances or renunciations

20 Names of any underwriters	N/A

21	Amount of any underwriting fee	N/A
	or commission

22 Names of any brokers to the N/A issue

+ See chapter 19 for defined terms.

01/08/2012

Appendix 3B Page 5