Paladin Energy : Appendix 3G - SARS

This appendix is not available as an online form
Please fill in and submit as a PDF announcement	+Rule 3.10.3A, 3.10.3B, 3.10.3C

Appendix 3G

Notification of issue, conversion or payment up of equity

+securities

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.

If you are an entity incorporated outside Australia and you are issuing a new class of +securities other than CDIs, you will need to obtain and provide an International Securities Identification Number (ISIN) for that class. Further information on the requirement for the notification of an ISIN is available from the Create Online Forms page. ASX is unable to create the new ISIN for non-Australian issuers.

*Denotes minimum information required for first lodgement of this form, with exceptions provided in specific notes for certain questions. The balance of the information, where applicable, must be provided as soon as reasonably practicable by the entity.

Part 1 - Entity and announcement details

Question	Question	Answer
no
1.1	*Name of entity	Paladin Energy Limited
	We (the entity here named) give notice of the issue,
	conversion or payment up of the following unquoted
	+securities.
1.2	*Registration type and number	ACN 061 681 098
	Please supply your ABN, ARSN, ARBN, ACN or
	another registration type and number (if you supply
	another registration type, please specify both the type
	of registration and the registration number).
1.3	*ASX issuer code	PDN
1.4	*This announcement is	☒ A new announcement
	Tick whichever is applicable.	☐ An update/amendment to a previous
		announcement
		☐ A cancellation of a previous
		announcement
1.4a	*Reason for update	-
	Mandatory only if "Update" ticked in Q1.4 above. A
	reason must be provided for an update.
1.4b	*Date of previous announcement to this	-
	update
	Mandatory only if "Update" ticked in Q1.4 above.
1.4c	*Reason for cancellation	-
	Mandatory only if "Cancellation" ticked in Q1.4 above.
1.4d	*Date of previous announcement to this	-
	cancellation
	Mandatory only if "Cancellation" ticked in Q1.4 above.
1.5	*Date of this announcement	9 November 2020

+ See chapter 19 for defined terms
31 January 2020	Page 1

This appendix is not available as an online form	Appendix 3G
Please fill in and submit as a PDF announcement	Notification of issue, conversion or
			payment up of equity +securities
Part 2 - Type of issue
	Question	Question	Answer
	No.
	2.1	*The +securities the subject of this	☐ +Securities issued as a result of options
		notification are:	being exercised or other +convertible
		Select whichever item is applicable.	+securities being converted and that are
		If you wish to notify ASX of different types of issues of	not to be quoted on ASX
		securities, please complete a separate Appendix 3G	☐ Partly paid +securities that have been
		for each type of issue.
		fully paid up and that are not to be
			quoted on ASX
			☒ +Securities issued under an +employee
			incentive scheme that are not being
			immediately quoted on ASX
			☐ Other [please specify]
			If you have selected 'other' please provide the
			circumstances of the issue here:
	2.2a.1	Please state the number and type of	-
		options that were exercised or other
		+convertible securities that were converted
		(including their ASX security code if
		available)?
		Answer this question if your response to Q2.1 is
		"securities issued as a result of options being
		exercised or other convertible securities being
		converted and that are not to be quoted on ASX".
	2.2a.2	And the date the options were exercised or	-
		other +convertible securities were
		converted:
		Answer this question if your response to Q2.1 is
		"securities issued as a result of options being
		exercised or other convertible securities being
		converted and that are not to be quoted on ASX".
		Note: If this occurred over a range of dates, enter the
		date the last of the options was exercised or
		convertible securities was converted.
	2.2b.1	Please state the number and type of partly	-
		paid +securities that were fully paid up
		(including their ASX security code if
		available)?
		Answer this question if your response to Q2.1 is
		"partly paid securities that have been paid up and that
		are not to be quoted on ASX".
	2.2b.2	And the date the +securities were fully paid	-
		up:
		Answer this question if your response to Q2.1 is
		"partly paid securities that have been paid up and that
		are not to be quoted on ASX".
		Note: If this occurred over a range of dates, enter the
		date the last of the securities was fully paid up.

+ See chapter 19 for defined terms
31 January 2020	Page 2

This appendix is not available as an online form		Appendix 3G
Please fill in and submit as a PDF announcement	Notification of issue, conversion or
					payment up of equity +securities
	2.2c.1		Please state the number and type of	1,200,000 Share Appreciation Rights
			+securities (including their ASX security	(ASX:PDNAD) issued pursuant to the
			code) issued under an +employee	Paladin Energy Limited Employee
			incentive scheme that are not being	Performance Share Rights Plan.
			immediately quoted on ASX		Share Appreciation Rights issued under the
			Answer this question if your response to Q2.1 is	Plan are entitlements to acquire a number of
			"securities issued under an employee incentive	Shares upon satisfaction of the relevant
			scheme that are not being immediately quoted on
			vesting conditions and other terms and
			ASX".
				conditions determined by the Board under
					the Plan.
					Share Appreciation Rights have been issued
					with a zero ($0.00) exercise price and will
					vest in two equal tranches:
					• Tranche 1 - 50% of SARs will vest one
					(1) year following the Grant date (9
					November 2021)
					• Tranche 2 - 50% of SARs will vest two
					(2) years following the Grant date (9
					November 2022).
					Upon vesting of any Rights, participants will
					be entitled to be issued with Shares equal to
					the value of the number of SARs held.
					Vested and exercised Share Appreciation
					Rights will be converted into Paladin
					ordinary shares. Unvested Share
					Appreciation Rights which do not meet the
					vesting conditions or are not exercised
					within the exercise period will automatically
					lapse.
	2.2c.2		*Please attach a document or provide	https://www.asx.com.au/asxpdf/20181008/p
			details of a URL link for a document lodged	df/43z253dcmx4s18.pdf
			with ASX detailing the terms of the
			+employee incentive scheme or a
			summary of the terms.
			Answer this question if your response to Q2.1 is
			"securities issued under an employee incentive
			scheme that are not being immediately quoted on
			ASX".
	2.2c.3		*Are any of these +securities being issued	No
			to +key management personnel (KMP) or
			an +associate
			Answer this question if your response to Q2.1 is
			"securities issued under an employee incentive
			scheme that are not being immediately quoted on
			ASX".
	2.2c.3.a		*Provide details of the recipients and the number of +securities issued to each of them.
			Answer this question if your response to Q2.1 is "securities issued under an employee incentive scheme that are
			not being immediately quoted on ASX" and your response to Q2.2c.3 is "Yes". Repeat the detail in the table
			below for each KMP involved in the issue. If the securities are being issued to the KMP, repeat the name of the
			KMP or insert "Same" in "Name of registered holder". If the securities are being issued to an associate of a KMP,
			insert the name of the associate in "Name of registered holder".
			Name of KMP	Name of registered holder	Number of +securities

+ See chapter 19 for defined terms
31 January 2020	Page 3

This appendix is not available as an online form		Appendix 3G
Please fill in and submit as a PDF announcement		Notification of issue, conversion or
					payment up of equity +securities
	2.2d.1	*The purpose(s) for which the entity is		☐ To raise additional working capital
		issuing the +securities is:		☐ To fund the retirement of debt
		Answer this question if your response to Q2.1 is
			☐ To pay for the acquisition of an asset
		"Other".
		You may select one or more of the items in the list.			[provide details below]
				☐ To pay for services rendered
					[provide details below]
				☐ Other [provide details below]
				Additional details:
	2.2d.2	Please provide any further information
		n/a
		needed to understand the circumstances in
		which you are notifying the issue of these
		+securities to ASX, including (if applicable)
		why the issue of the +securities has not
		been previously announced to the market
		in an Appendix 3B
		You must answer this question if your response to
		Q2.1 is "Other". If there is no other information to
		provide, please answer "Not applicable" or "N/A".
	2.3	*The +securities being issued are:		☒ Additional +securities in an existing
		Tick whichever is applicable			unquoted class that is already recorded
					by ASX ("existing class")
				☐ New +securities in an unquoted class
					that is not yet recorded by ASX ("new
					class")

Part 3A - number and type of +securities being issued (existing class)

Answer the questions in this part if your response to Q2.3 is "existing class".

Question	Question	Answer
No.
3A.1	*ASX security code & description	PDNAD
3A.2	*Number of +securities being issued	1,200,000
3A.3a	*Will the +securities being issued rank	Yes
	equally in all respects from their issue date
	with the existing issued +securities in that
	class?
3A.3b	*Is the actual date from which the	-
	+securities will rank equally (non-ranking
	end date) known?
	Answer this question if your response to Q3A.3a is
	"No".
3A.3c	*Provide the actual non-ranking end date	-
	Answer this question if your response to Q3A.3a is
	"No" and your response to Q3A.3b is "Yes".
3A.3d	*Provide the estimated non-ranking end	-
	period
	Answer this question if your response to Q3A.3a is
	"No" and your response to Q3A.3b is "No".

+ See chapter 19 for defined terms
31 January 2020	Page 4