Magnis Resources : DEMERGER OF URANIUM ASSETS UPDATE

1599af28-cd1e-471d-82d7-a499c5d88a64.pdf

FOR RELEASE

13 April 2016

DEMERGER OF URANIUM ASSETS UPDATE

Following the Extraordinary General Meeting (EGM) held on 5 April 2016 and the announced results of the resolution vote to approve the demerger of uranium assets, Magnis Resources Limited ("Magnis" or the "Company") (ASX:MNS) is pleased to provide an update on the process of the demerger and the pro rata distribution of shares in Uranium Africa Limited (UAL).

The allotment of UAL fully paid ordinary unlisted shares, pursuant to the EGM has been completed by Link Market Services.

For every 1 MNS share held on the Record Date of 8 April 2016, 0.52828 shares in UAL are to be allocatedas the in-specie distribution.1 Fractionalshares were rounded down to the nearest whole share.

As per the anticipated timetable mentioned in section 2.2 of the Notice of EGM released on 26 February 2016, the completion of demerger including the in-specie distribution of UAL shares to shareholders is expected on 15 April 2016 and holding statements will be sent to shareholders by the share registry on 18 April 2016.

As per section 2.6(b) of the Notice of EGM, the book value of the MNS shares will be less than the book value held prior to the demerger as MNS will no longer retain an interest in the uranium assets.The decrease in book value is $0.004667 per share.2

In accordance with Listing Rule 7.22.3, the number of options on issue following the Demerger will remain the same, but the exercise price of each Option will be reduced by the amount of capital returned (book value) in relation to each share, being $0.004667 or 0.4667 cents per share. This means the exercise price of each option remaining on issue at the time of completion of the Demerger will be reduced by an equivalent amount.

A detailed table showing the new exercise price of each option category remaining on issue can be seen in Table 1 below. The workings of MNS and UAL in specie distributions and calculations along with the book value calculations are also shown in the notes below.

Number of Options	Type	Old Exercise Price	New Exercise Price	Expiry Date
165,022,839	Listed (ASX:MNSO)	$0.10	$0.09533	31-05-2017
750,000	Unlisted	$0.10	$0.09533	14-06-2016
750,000	Unlisted	$0.15	$0.14533	14-06-2016
375,000	Unlisted	$0.18	$0.17533	17-06-2016
500,000	Unlisted	$0.29	$0.28533	31-05-2017
300,000	Unlisted	$0.20	$0.19533	31-05-2017
750,000	Unlisted	$0.225	$0.22033	17-11-2017
750,000	Unlisted	$0.30	$0.29533	17-11-2017
4,100,000	Unlisted	$0.35	$0.34533	30-01-2018
3,000,000	Unlisted	$0.30	$0.29533	03-02-2018
1,000,000	Unlisted	$0.50	$0.49533	06-11-2018
1,000,000	Unlisted	$0.40	$0.39533	06-11-2018
1,500,000	Unlisted	$0.40	$0.39533	30-01-2017

Table 1 : Old and New Exercise Price of the MNS Listed and Unlisted Options

Notes:

1. To calculate the MNS/UAL in-specie distribution ratio, the 200,000,000 UAL shares on issue as per the disclosure in the Notice of Extraordinary Meeting and Short Form Prospectus were divided by the number of shares in MNS on issue at the record date. (200,000,000/378,589,995) = 0.52828

2. To calculate the amount of the capital returned (book value) in relation to each share, the Market Capitalisation for MNS was calculated by multiplying the number of shares in MNS on issue at the record date by the share price. (378,589,995 x $0.38) = $143,864,198.

The Net Asset Valuation (NAV) of the Uranium assets demerged was $1,766,900 as previously disclosed in the Notice of Extraordinary Meeting and Short Form Prospectus.

The NAV as a percentage of the Market Capitalisation (NAV%ofMktCap) of MNS was 1.228% ($1,766,900/$143,864,198)

The Book Value decrease of $0.004667 per share was calculated by multiplying the NAV%ofMktCap by the share price in MNS.

Doug Richardson Company Secretary

Magnis Resources Limited

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