COALWORKS Limited

27 June 2011

Dear Shareholder

RE: EXTENSION OF PRIORITY OFFER OF ORPHEUS ENERGY LIMITED SHARES

On behalf of the Board of Directors of Coalworks Limited (“Coalworks”), I am pleased to announce

Orpheus Energy Limited (“Orpheus) has extended its Priority Offer to Coalworks shareholders to 27

July 2011.

Orpheus is a company whose focus is on coal production, exploration and development of coal deposits into production in Australia and Indonesia.

The Priority Offer

Each Coalworks shareholder can subscribe for a minimum of 8,000 Orpheus shares (AUD$2,000) and up to a maximum of 60,000 Orpheus shares (AUD$15,000) at an issue price of AUD$0.25 per share. This Priority Offer is only for shares and does not include any options.

Supplementary Prospectus

A copy of the supplementary prospectus (“Supplementary Prospectus”) for Orpheus dated 27 June

2011 is enclosed with this letter and sets out all the changes to the original Prospectus. The key changes to the Prospectus are as follows:

1. Extension of the indicative closing date of the Priority Offer under the Original Prospectus to 27

July 2011.

2. Extension of the indicative closing date of the Public Offer under the Original Prospectus to 29

July 2011.

3. Reduce the minimum subscription under the Offer from $12,500,000 to $7,500,000. The reduction is due to the postponement of the Orpheus investment in the Strategic Alliance until certain conditions precedent are met including Orpheus being reinstated to ASX quotation and Orpheus deeming the general stock market conditions have improved to undertake a further share placement of at least $5 million.

4. Remove the maximum subscription of $15,000,000 and replace it with the right to accept oversubscriptions of up to 10,000,000 shares to raise an additional $2,500,000 exceeding the new minimum subscription of $7,500,000 making a new maximum total raised of $10,000,000 (including oversubscriptions).

5. To announce that BBY Limited (Lead Manager) will be underwriting the offer for $7,500,000 and

Coalworks Limited will sub-underwrite the offer for $7,500,000.

COALWORKS Limited ACN 114 702 831

Level 5, 44 Miller Street, North Sydney NSW 2060 AUSTRALIA

Ph: +61 2 9922 1344Fax: +61 2 9922 4288 Email: info@coalworks.com.au www.coalworks.com.au

COALWORKS Limited

6. As per point 3, outline the change to the material terms and conditions of the strategic alliance entered into between Orpheus Energy Group Pty Ltd and PT Mega Coal International.

7. In accordance with section 724 of th e C or po r a t i o ns Act, Applications lodged under the Prospectus up until 27 July 2011, can be withdrawn by the applicant by writing to Security Transfer Registrars by no later than 27 July 2011, and the Company will refund the Application Monies upon receipt of such request from the applicant prior to the closing date under the Supplementary Prospectus.

Revised Priority Offer Timetable

It is anticipated that the Revised Priority Offer will be conducted according to the following timetable:

Original Prospectus Date

24 May 2011

Original Offer Open Date

3 June 2011

Original Closing Date Under Prospectus

21 June 2011

Supplementary Prospectus Date

27 June 2011

Closing Date for Priority Offer Under Supplementary Prospectus*

27 July 2011

Anticipated Issue and Allotment of Securities

4 August 2011

Anticipated Date for Quotation of Securities

11 August 2011

*The above dates, other than the date for the lodgement of the Prospectus and Supplementary Prospectus with ASIC, are indicative only and each or any of them may be varied without notice. Coalworks has been advised that Orpheus reserves the right to extend the closing date, subject to the ASX Listing Rules in which case the date of issue of the shares will alter accordingly.

Personalised Priority Offer Application Form

You should have also received a copy of the original Prospectus in the post by now. If you have not received a copy of the original Prospectus, you can request a copy from the Company Secretary, or you can find the Prospectus online at the Orpheus website - www.orpheusenergy.com.au.

You also will find a personalised Priority Offer application form accompanying this letter. Please use this personalised Priority Offer form to submit your subscriptions in the set allotments. Alternatively, you may choose to subscribe for shares under the Priority Offer using the BPAY facility. The BPAY Biller Code and your unique personal BPAY reference number are included on your personalised Priority Offer application form. If you choose to pay by BPAY then this is taken as your acceptance of the Priority Offer and then you do not need to post in the application form.

Public Offer

In addition, you are welcome to apply under the Public Offer for additional Orpheus shares over and above those offered to you under the Priority Offer, using the Public Offer Application Form attached to the Supplementary Prospectus. The Public Offer has been extended to 29 July 2011.

Any applicant wishing to apply for shares should read both the Prospectus and the Supplementary Prospectus in its entirety and then complete the application form attached to the Supplementary Prospectus and follow the appropriate instructions therein.

For and on behalf of

COALWORKS LIMITED

Wayne Mitchell

Chairman

Enquiries: Nathan Bartrop Company Secretary

+61 2 9922 1344

COALWORKS Limited ACN 114 702 831

Level 5, 44 Miller Street, North Sydney NSW 2060 AUSTRALIA

Ph: +61 2 9922 1344Fax: +61 2 9922 4288 Email: info@coalworks.com.au www.coalworks.com.au