Paladin Energy : Share Purchase Plan Offer Booklet

Paladin Energy Ltd

ACN 061 681 098

Share Purchase Plan Offer

The SPP Offer closes at 5.00pm (Perth time) on Tuesday, 26 April 2022 (unless varied or extended)

This is an important document and should be read in its entirety.

This document has been prepared by Paladin Energy Ltd. The SPP Offer is an initiative that provides Eligible Shareholders with the opportunity to purchase additional Shares at a discount without brokerage and transaction costs.

The SPP Offer does not take into account the individual investment objectives, financial situation or particular needs of each Eligible Shareholder. Accordingly, before making a decision about whether or not to accept the SPP Offer, you should consult your financial or other professional adviser.

This document is not a prospectus or other disclosure document under the Corporations Act.

This document may not be released to US wire services or distributed in the United States.

Contents

Key Offer Information 1

Letter to Shareholders 3

Frequently Asked Questions 4

Terms and Conditions 9

Key Offer Information

Introduction

Paladin Energy Ltd (ASX: PDN) (Paladin or the Company) is pleased to provide Eligible Shareholders the opportunity to subscribe for up to $30,000 of New Shares under a share purchase plan on the terms and conditions set out in this document (SPP Offer). Participation in the SPP Offer will not incur brokerage or transaction costs. This document has been issued by Paladin and explains the features of the SPP Offer.

Key dates

Event

Date

Record Date	7.00pm (Sydney time) on Wednesday, 30
March 2022
Announcement Date	Thursday, 31 March 2022
SPP Offer opens	Wednesday, 6 April 2022
SPP Offer closes	5.00pm (Perth time) on Tuesday, 26 April 2022
Allotment Date	Tuesday, 3 May 2022
Commencement of trading of New Shares	Wednesday, 4 May 2022
Despatch of holding statements / confirmation	Wednesday, 4 May 2022
advices for New Shares

Note: This timetable is indicative only and subject to change. Paladin reserves the right to alter the above dates at any time, including amending the period for the SPP Offer or accepting late applications, either generally or in particular cases, at its discretion and without notice to you, subject to the ASX Listing Rules, the Corporations Act and any other applicable rules.

Defined terms and abbreviations used in this document are set out in clause 20 of the Terms and Conditions.

Important notices

The SPP Offer contained in this document is not a recommendation to purchase New Shares. If you are in any doubt about the SPP Offer, you should consult your financial or other professional adviser.

If you apply to participate in the SPP Offer, you are accepting the risk that the market price of Shares may change between the date of the SPP Offer and the Allotment Date.

This means it is possible that, up to or after the Allotment Date, you may be able to buy Shares on market at a lower price than the Offer Price. If the market price of Shares is lower than the Offer Price after the Allotment Date, the price at which you will be able to sell your New Shares, and their value, will be less than what you paid for them.

Paladin recommends that you monitor its announcements and the Share price, which can be found on its website atwww.paladinenergy.com.au and on the ASX website atwww.asx.com.au (ASX code: PDN).

Participation in the SPP Offer is not being offered, directly or indirectly, to any person in the United States or to any person acting for the account or benefit of a person in the United States. This document and any related offering documents must not be mailed or otherwise transmitted or distributed in the United States or any other country outside Australia (and its external territories) and New Zealand.

This document has been prepared to comply with the requirements of the laws of Australia. This document does not constitute an offer or invitation in any place in which, or to any person to whom, it would not be lawful to make such an offer or invitation. No action has been taken to register the New Shares or otherwisepermit an offering of New Shares in any jurisdiction outside of Australia except to the extent permitted below.

The New Shares are not being offered or sold to the public within New Zealand other than to existing shareholders of Paladin with registered addresses in New Zealand to whom the offer of New Shares is being made in reliance on the Financial Markets Conduct (Incidental Offers) Exemption Notice 2021. This document has not been registered, filed with or approved by any New Zealand regulatory authority under the Financial Markets Conduct Act 2013. This document is not a product disclosure statement under New Zealand law and is not required to, and may not, contain all the information that a product disclosure statement under New Zealand law is required to contain.

Further information

Please refer to the announcement made by Paladin on Thursday, 31 March 2022 for further background and information in relation to the SPP Offer.

If you have any questions in relation to the SPP Offer, please call Paladin from 8.30am to 5.00pm (Perth time) Monday to Friday on 08 9423 8100 (callers within Australia) or [phone] (callers outside Australia), contact Paladin by email [e-mail],or consult your financial or other professional adviser.

Letter to Shareholders

Dear Shareholder

Paladin Energy Ltd Share Purchase Plan Offer

On behalf of the Directors of Paladin Energy Ltd (Paladin or the Company), I am pleased to offer you the opportunity to participate in the Company's SPP Offer. Under the SPP Offer you can acquire up to $30,000 worth of New Shares without paying any brokerage or transaction costs.

The Offer Price represents a discount of 8.9% to Paladin's closing Share price on the ASX on Wednesday, 30 March 2022 (being the last day on which Paladin Shares traded before the SPP was announced) and a 12% discount to the volume weighted average price over the last five days on which Paladin Shares traded immediately prior to announcement of the SPP Offer.

The Offer Price of New Shares offered under the SPP Offer is the same as the issue price of New Shares offered under the terms of the Company's placement to institutional and sophisticated investors announced on Thursday, 31 March 2022, which received binding commitments for approximately $200 million (before costs) (Placement).

Paladin is seeking to raise up to a further $15 million (before costs) under the SPP Offer, with the capacity to accept oversubscriptions. The Company reserves the right to close the SPP Offer early and/or to scale back applications on the basis set out in the Terms and Conditions accompanying this document. Any excess funds will be returned to applicants without interest.

As previously announced on Thursday, 31 March 2022, the funds raised under the Placement and SPP will be used to fund the restart of the Langer Heinrich Mine in Namibia and for working capital expenses and fees. Further details of the proposed use of funds are set out in the Company's ASX announcement and investor presentation dated 31 March 2022.

The SPP Offer will open on Wednesday, 6 April 2022 and will remain open until 5.00pm (Perth time) on Tuesday, 26 April 2022 (unless varied or extended).

Participation in the SPP Offer is optional and is open to shareholders who were registered as holders of Shares at 7.00pm (Sydney time) on Wednesday, 30 March 2022 and whose registered address is in Australia (and its external territories) or New Zealand. New Zealand shareholders must still be a shareholder on the date the SPP Offer opens (ie. Wednesday, 6 April).

Full details of the SPP Offer and how to participate are contained in the Terms and Conditions which I encourage you to read and consider carefully.

Thank you for your continued support of Paladin.

Yours sincerely,

Cliff Lawrenson Chairman

Paladin Energy Ltd