Speciality Metals International : Leadership Appointments and Organisational Update

	ABN: 77 115 009 106 (ASX: SEI)
	Registered Office:
	Level 17
	500 Collins Street
	Melbourne VIC 3000
	Ph: [phone]
	Fax: [phone]
	www.specialitymetalsintl.com.au
	Postal:
13 May 2020	PO Box 1496
Mareeba QLD 4880
Company Announcements Office
ASX Limited
Exchange Centre
20 Bridge Street
SYDNEY NSW 2000

Leadership Appointments and Organizational Update:

• Kim Cavallaro appointed as Chief Commercial Officer and subsequently taking the role as Chief Executive Officer and Managing Director
• Kevin MacNeill appointed as Interim-CEO, with a senior technical advisory role post-handover
• Company is adding a combined 50 years' professional experience including in the global resources and consulting engineering sectors to its leadership team
• Oliver Kleinhempel to assume role of Non-Executive Chairman for a transitional period
• Company is committed to further organizational alignment supporting the transformation from a junior explorer towards an emerging and sustainable metals producer

The Board of Speciality Metals International Limited (ASX:SEI) (SEI or the Company) is pleased to announce the appointment of two new senior executives joining the SEI leadership team and supporting the Company's transformation from a junior exploration company towards an emerging and sustainable metals producer.

"Kim and Kevin bring a combined 50 years' professional experience including in the global resources and consulting engineering sectors. We are pleased we are able to secure their experience and expertise in business management, corporate governance, sustainable mining and mine waste transformation to lead the Company in this transition period", commented Zhui Pei Yeo, Non-Executive Director.

Ms Cavallaro will commence as Chief Commercial Officer (CCO) on 01 July 2020, or an earlier date should hand- over commitments in her current role conclude ahead of time. After a transitional period, expected to be around six months, she will assume the role of Chief Executive Officer (CEO) and Managing Director of the Company.

Ms Cavallaro holds a Bachelor of Arts/Law (Hon) from the University of Queensland, a Graduate Diploma in Applied Corporate Governance from the Governance Institute of Australia and is a graduate member of the Australian Institute of Company Directors. She is a practicing lawyer, registered with the Queensland Law Society.

Ms Cavallaro's 20-year career spans roles at leading international law firms in Brisbane, Hong Kong and San Francisco, where she practiced corporate law specializing in mergers and acquisitions, joint ventures, corporate finance and listed company transactions (including IPOs and rights issues) on The Stock Exchange of Hong Kong (Main Board and GEM), Nasdaq and ASX. Most recently, Ms Cavallaro was the Head of Legal and Company Secretary, Australia-Asia for Hatch, a global consulting engineering and professional services firm with 9,000 staff in over 150 countries servicing the mining, infrastructure and energy sectors. In her 15 years at Hatch, she has advised on all aspects of governance and corporate risk, contract structuring, commercial negotiations and dispute resolution. She was a member of Hatch's Regional Leadership Team and Sustainability Committee.

Page 1 of 3

Ms Cavallaro regularly presents at industry forums and guest lectures MBA students on topics around 'Design Thinking for Innovation and Improved Delivery', 'Positive Contracting' and 'Empowering Multi-disciplinary Teams'.

"Kim has a people-focused approach to problem-solving, embracing diversity of thought and collaboration", commented Stephen Layton, Non-Executive Director.

In her upcoming role as CCO, Ms Cavallaro will lead the Company's organizational transformational process including the development of governance and management frameworks to foster collaborative working relationships and stakeholder engagement. She will undertake the continuous alignment of the Company's commercial processes to support the targeted growth of the organization and its underlying business portfolio. Leveraging her expertise, she will provide oversight of the Company's corporate and legal affairs and also take on the development of a marketing and branding strategy to reflect the direction of the Company.

In her succeeding role as the Company's CEO and Managing Director, Ms Cavallaro will be accountable for the day- to-day operational performance of the Company and be focused on the Company achieving the longer-term strategic objectives and priorities of sustainable mining as jointly formulated with the Board.

Further information on Ms Cavallaro's remuneration package and key contractual terms is set out below.

Mr MacNeill assumes the role as the Company's Interim-CEO, where his main focus will be on the day-to-day operations, as well as an assessment of the Company's project portfolio and outlining a strategic roadmap for the Mt Carbine tungsten project and the NSW gold exploration activities. He holds a Bachelor of Tech Engineering in Mineral and Civil Technology from the University of Cape Breton, Canada.

Mr MacNeill's 30-year career has been dedicated to the development and operation of resource projects, from feasibility study stage to mining and minerals processing operations. He spent 17 years with Canadian Etruscan Resources, where from 2005-2010 he held the position of President of Etruscan Diamonds. He has held various other Managing Director appointments and also been part of discovery and development teams of various gold assets in Africa and North America.

In 2011, Mr MacNeill established an engineering consulting and project development company (Specialized Metallurgical Projects Pty Ltd), which in 2013 formed a partnership with CRONIMET Group, focusing on development and investment in metal recovery and mining waste processing projects. Under his leadership CRONIMET performed the due diligence for its joint venture interest in the Mt Carbine Retreatment Project. He is a Director of Zimbabwe Lithium, a company developing the Kamativi Lithium Tailings Project.

"Kevin knows the Mt Carbine Project from his previous due diligence work at CRONIMET. It is a pleasure for the Company and an endorsement for the project to have Kevin involved from here onwards. Kevin's entrepreneurial spirit and demonstrated achievements in the area of sustainable mining and mine waste transformation are an essential value addition to the Company's leadership team", commented Zhui Pei Yeo.

Further information on Mr MacNeill's remuneration package and key contractual terms is set out below.

The Board looks forward to updating the market about the Company's further strategic direction and operational performance around the Mt Carbine Tailings Retreatment and Quarrying operations.

On Behalf of the Board

A M Wing

Company Secretary

Speciality Metals International Limited

Page 2 of 3

Summary of the executive remuneration packages and key contractual terms:

Ms Kim Cavallaro

Commencement Date:	01 July 2020 (or an earlier date as mutually agreed)
	In the role as Chief Commercial Officer:
Base Remuneration:	$270,000 per annum excl. superannuation
In the role as Chief Executive Officer & Managing Director:
	$300,000 per annum excl. superannuation
	The Company will issue Ms Cavallaro within 5 business days of the Commencement Date,
	two (2) million options exercisable at $0.04 (in words: four Australian Cents) on or before the
	third anniversary of the issue date. These options will vest upon a successful completion of a
	six (6) months period under the employment agreement. These options will lapse if there is
	not a successful completion of a six (6) months period. For the avoidance of doubt, the
Equity Incentives:	exercise of one (1) option will convert into one (1) fully paid ordinary share.
The Company will issue Ms Cavallaro within 5 business days of the Commencement Date,
	three (3) million options exercisable at $0.06 (in words: six Australian Cents) on or before the
	third anniversary of the issue date. These options will vest upon a successful completion of a
	twelve (12) months period under the employment agreement. These options will lapse if there
	is not a successful completion of a twelve (12) months period. For the avoidance of doubt, the
	exercise of one (1) option will convert into one (1) fully paid ordinary share.
Termination:	Ms Cavallaro's employment may be terminated by herself or by the Company at any time on
three months written notice.

Mr Kevin MacNeill

Commencement Date & Term:	07 May 2020, for an initial one (1) year term
Base Remuneration:	In the role as Interim Chief Executive Officer:
Up to $208,000 per annum excl. superannuation (on the basis of an agreed weekly rate)
	The Company will issue Mr MacNeill within 10 business days of the Commencement Date,
	two (2) million options exercisable at $0.04 (in words: four Australian Cents) on or before 5
	May 2023. These options will vest upon a successful completion of a six (6) months period
	under the employment agreement. These options will lapse if there is not a successful
	completion of a six (6) months period. For the avoidance of doubt, the exercise of one (1)
	option will convert into one (1) fully paid ordinary share.
Equity Incentives:	The Company will issue Mr MacNeill within 10 business days of the Commencement Date,
	three (3) million options exercisable at $0.06 (in words: six Australian Cents) on or before 5
	May 2023. These options will vest upon a successful completion of a twelve (12) months
	period under the employment agreement. These options will lapse if there is not a successful
	completion of a twelve (12) months period. For the avoidance of doubt, the exercise of one (1)
	option will convert into one (1) fully paid ordinary share.
	The applicable Appendix 3G is attached to this announcement.
Termination:	Mr MacNeill's employment may be terminated within the Term by mutual agreement.

This news release may contain forward-looking statements. Forward-looking statements address future events and conditions and therefore involve inherent risks and uncertainties. Actual results may differ materially from those currently anticipated in such statements. Particular risks applicable to this press release include risks associated with planned production, including the ability of the company to achieve its targeted production outline due to regulatory, technical or economic factors. In addition, there are risks associated with estimates of resources, and there is no guarantee that a resource will have demonstrated economic viability as necessary to be classified as a reserve. There is no guarantee that additional exploration work will result in significant increases to resource estimates.

Neither the Australian Securities Exchange nor its Regulation Services Provider (as that term is defined in policies of the Australian Securities Exchange) accepts responsibility for the adequacy or accuracy of this release.

Page 3 of 3

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	Speciality Metals International Ltd (ASX:SEI)
	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	77 115 009 106
	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
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	13 May 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	Two (2) million options exercisable at $0.04 (in words:
			+securities (including their ASX security	four Australian Dollar Cents) on or before 5 May 2023.
			code) issued under an +employee	These options will be issued pursuant to the terms
			incentive scheme that are not being	under the Company's Equity Incentive Plan. These
			immediately quoted on ASX		options will vest upon a successful completion of a six
			Answer this question if your response to Q2.1 is	(6) months period under this Agreement. These
			"securities issued under an employee incentive	options will lapse if there is not a successful
			scheme that are not being immediately quoted on	completion of a six (6) months period under this
			ASX".		Agreement. For the avoidance of doubt, the exercise
					of one (1) option will convert into one (1) fully paid
					ordinary share (New Class)
					Three (3) million options exercisable at $0.06 (in
					words: six Australian Dollar Cents) on or before 5 May
					2023. These options will be issued pursuant to the
					terms under the Company's Equity Incentive Plan.
					These options will vest upon a successful completion
					of a twelve (12) months period under this Agreement.
					These options will lapse if there is not a successful
					completion of a twelve (12) months period under this
					Agreement. For the avoidance of doubt, the exercise
					of one (1) option will convert into one (1) fully paid
					ordinary share.
	2.2c.2		*Please attach a document or provide	http://www.specialitymetalsintl.com.au/asx2
			details of a URL link for a document lodged	018
			with ASX detailing the terms of the
			+employee incentive scheme or a	(refer to "18-May2018 - Notice of General
			summary of the terms.
				meeting & Proxy Form")
			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	Yes
			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
			Kevin MacNeill	Kevin MacNeill		5 million options (refer
						to 2.2c.1 above for
						further details)

+ 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
		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
3A.2	*Number of +securities being issued
3A.3a	*Will the +securities being issued rank	Yes or No
	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	Yes or No
	+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

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

3A.3e *Please state the extent to which the +securities do not rank equally:

• in relation to the next dividend, distribution or interest payment; or
• for any other reason

Answer this question if your response to Q3A.3a is "No".

For example, the securities may not rank at all, or may rank proportionately based on the percentage of the period in question they have been on issue, for the next dividend, distribution or interest payment; or they may not be entitled to participate in some other event, such as an entitlement issue.

Part 3B - number and type of +securities being issued (new class)

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

Question	Question	Answer
No.
3B.1	*Security description	Two (2) million options exercisable at $0.04 (in
		words: four Australian Dollar Cents) on or before 5
		May 2023. These options will be issued pursuant to
		the terms under the Company's Equity Incentive
		Plan. These options will vest upon a successful
		completion of a six (6) months period under this
		Agreement. These options will lapse if there is not a
		successful completion of a six (6) months period
		under this Agreement. For the avoidance of doubt,
		the exercise of one (1) option will convert into one (1)
		fully paid ordinary share. To be referred to as
		"unlisted options exercisable at $0.04 on or before 5
		May 2023" (New Class)
		Three (3) million options exercisable at $0.06 (in
		words: six Australian Dollar Cents) on or before 5
		May 2023. These options will be issued pursuant to
		the terms under the Company's Equity Incentive
		Plan. These options will vest upon a successful
		completion of a twelve (12) months period under this
		Agreement. These options will lapse if there is not a
		successful completion of a twelve (12) months period
		under this Agreement. For the avoidance of doubt,
		the exercise of one (1) option will convert into one (1)
		fully paid ordinary share. To be referred to as
		"unlisted options exercisable at $0.06 on or before 5
		May 2023" (New Class).
3B.2	*Security type	☐ Ordinary fully or partly paid shares/units
	Select one item from the list that best describes the	☒ Options
	securities the subject of this form. This will determine
	more detailed questions to be asked about the security	☐ +Convertible debt securities
	later in this section. Select "ordinary fully or partly paid	☐ Non-convertible +debt securities
	shares/units" for stapled securities or CDIs. For interest
	rate securities, please select the appropriate choice	☐ Redeemable preference shares/units
	from either "Convertible debt securities" or "Non-
	convertible debt securities". Select "Other" for	☐ Other
	performance shares/units and performance
	options/rights or if the selections available in the list do
	not appropriately describe the security being issued.

+ See chapter 19 for defined terms
31 January 2020	Page 5

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
	3B.3	ISIN code
		Answer this question if you are an entity incorporated
		outside Australia and you are issuing a new class of
		securities other than CDIs. See also the note at the top
		of this form.
	3B.4	*Number of +securities being issued	5,000,000
	3B.5a	*Will all the +securities issued in this class	Yes
		rank equally in all respects from the issue
		date?
	3B.5b	*Is the actual date from which the	Yes
		+securities will rank equally (non-ranking
		end date) known?
		Answer this question if your response to Q3B.5a is
		"No".
	3B.5c	*Provide the actual non-ranking end date
		Answer this question if your response to Q3B.5a is
		"No" and your response to Q3B.5b is "Yes".
	3B.5d	*Provide the estimated non-ranking end
		period
		Answer this question if your response to Q3B.5a is
		"No" and your response to Q3B.5b is "No".
	3B.5e	*Please state the extent to which the
		+securities do not rank equally:
		• in relation to the next dividend,
		distribution or interest payment; or
		• for any other reason
		Answer this question if your response to Q3B.5a is
		"No".
		For example, the securities may not rank at all, or may
		rank proportionately based on the percentage of the
		period in question they have been on issue, for the
		next dividend, distribution or interest payment; or they
		may not be entitled to participate in some other event,
		such as an entitlement issue.
	3B.6	Please attach a document or provide a URL
		link for a document lodged with ASX setting	http://www.specialitymetalsintl.com.au/asx2
		out the material terms of the +securities
		018
		being issued
		You may cross reference a disclosure document, PDS,	(refer to "18-May2018 - Notice of General
		information memorandum, investor presentation or
		other announcement with this information provided it	meeting & Proxy Form")
		has been released to the ASX Market Announcements
		Platform.
	3B.7	*Have you received confirmation from ASX	No
		that the terms of the +securities are
		appropriate and equitable under listing rule
		6.1?
		Answer this question only if you are an ASX Listing.
		(ASX Foreign Exempt Listings and ASX Debt Listings
		do not have to answer this question).
		If your response is "No" and the securities have any
		unusual terms, you should approach ASX as soon as
		possible for confirmation under listing rule 6.1 that the
		terms are appropriate and equitable.

+ See chapter 19 for defined terms
31 January 2020	Page 6

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
	3B.8a	Ordinary fully or partly paid shares/units details
		Answer the questions in this section if you selected this security type in your response to Question 3B.2.
		*+Security currency
		This is the currency in which the face amount of an
		issue is denominated. It will also typically be the
		currency in which distributions are declared.
		*Will there be CDIs issued over the	Yes or No
		+securities?
		*CDI ratio	X:Y
		Answer this question if you answered "Yes" to the
		previous question. This is the ratio at which CDIs can
		be transmuted into the underlying security (e.g. 4:1
		means 4 CDIs represent 1 underlying security
		whereas 1:4 means 1 CDI represents 4 underlying
		securities).
		*Is it a partly paid class of +security?	Yes or No
		*Paid up amount: unpaid amount	X:Y
		Answer this question if answered "Yes" to the
		previous question.
		The paid up amount represents the amount of
		application money and/or calls which have been paid
		on any security considered 'partly paid'
		The unpaid amount represents the unpaid or yet to be
		called amount on any security considered 'partly
		paid'.
		The amounts should be provided per the security
		currency (e.g. if the security currency is AUD, then the
		paid up and unpaid amount per security in AUD).
		*Is it a stapled +security?	Yes or No
		This is a security class that comprises a number of
		ordinary shares and/or ordinary units issued by
		separate entities that are stapled together for the
		purposes of trading.
	3B.8b	Option details
		Answer the questions in this section if you selected this security type in your response to Question 3B.2.
		*+Security currency	AUD
		This is the currency in which the exercise price is
		payable.
		*Exercise price	2,000,000 options - exercisable at $0.04
		The price at which each option can be exercised and	3,000,000 options - exercisable at $0.06
		convert into the underlying security. If there is no
		exercise price please answer as $0.00.
		The exercise price should be provided per the
		security currency (i.e. if the security currency is AUD,
		the exercise price should be expressed in AUD).
		*Expiry date	5 May 2023
		The date on which the options expire or terminate.
		*Details of the number and type of	1 fully paid ordinary shares (ASX:SEI)
		+security (including its ASX security code if
		the +security is quoted on or recorded by
		ASX) that will be issued if an option is
		exercised
		For example, if the option can be exercised to receive
		one fully paid ordinary share with ASX security code
		ABC, please insert "One fully paid ordinary share
		(ASX:ABC)".

+ See chapter 19 for defined terms
31 January 2020	Page 7

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
	3B.8c	Details of non-convertible +debt securities, +convertible debt securities, or
		redeemable preference shares/units
		Answer the questions in this section if you selected one of these security types in your response to Question
		3B.2.
		Refer to Guidance Note 34 and the "Guide to the Naming Conventions and Security Descriptions for ASX Quoted
		Debt and Hybrid Securities" for further information on certain terms used in this section
		*Type of +security	☐ Simple corporate bond
		Select one item from the list	☐ Non-convertible note or bond
			☐ Convertible note or bond
			☐ Preference share/unit
			☐ Capital note
			☐ Hybrid security
			☐ Other
		*+Security currency
		This is the currency in which the face value of the
		security is denominated. It will also typically be the
		currency in which interest or distributions are paid.
		Face value
		This is the principal amount of each security.
		The face value should be provided per the security
		currency (i.e. if security currency is AUD, then the
		face value per security in AUD).
		*Interest rate type	☐ Fixed rate
		Select one item from the list	☐ Floating rate
		Select the appropriate interest rate type per the terms	☐ Indexed rate
		of the security. Definitions for each type are provided
		in the Guide to the Naming Conventions and Security	☐ Variable rate
		Descriptions for ASX Quoted Debt and Hybrid
		Securities	☐ Zero coupon/no interest
			☐ Other
		Frequency of coupon/interest payments	☐ Monthly
		per year	☐ Quarterly
		Select one item from the list.
		☐ Semi-annual
			☐ Annual
			☐ No coupon/interest payments
			☐ Other
		First interest payment date
		A response is not required if you have selected "No
		coupon/interest payments" in response to the
		question above on the frequency of coupon/interest
		payments
		Interest rate per annum	% p.a.
		Answer this question if the interest rate type is fixed.
		*Is the interest rate per annum estimated	Yes or No
		at this time?
		Answer this question if the interest rate type is fixed.
		If the interest rate per annum is estimated,
		then what is the date for this information to
		be announced to the market (if known)
		Answer this question if the interest rate type is fixed
		and your response to the previous question is "Yes".
		Answer "Unknown" if the date is not known at this
		time.

+ See chapter 19 for defined terms
31 January 2020	Page 8

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
		*Does the interest rate include a reference	Yes or No
		rate, base rate or market rate (e.g. BBSW
		or CPI)?
		Answer this question if the interest rate type is floating
		or indexed
		*What is the reference rate, base rate or
		market rate?
		Answer this question if the interest rate type is floating
		or indexed and your response to the previous
		question is "Yes".
		*Does the interest rate include a margin	Yes or No
		above the reference rate, base rate or
		market rate?
		Answer this question if the interest rate type is floating
		or indexed.
		*What is the margin above the reference	% p.a.
		rate, base rate or market rate (expressed
		as a percent per annum)
		Answer this question if the interest rate type is floating
		or indexed and your response to the previous
		question is "Yes".
		*S128F of the Income Tax Assessment Act	☐ s128F exempt
		status applicable to the +security	☐ Not s128F exempt
		Select one item from the list
		☐ s128F exemption status unknown
		For financial products which are likely to give rise to a
		payment to which s128F of the Income Tax	☐ Not applicable
		Assessment Act applies, ASX requests issuers to
		confirm the s128F status of the security:
		• "s128F exempt" means interest payments are not
		taxable to non-residents;
		• "Not s128F exempt" means interest payments are
		taxable to non-residents;
		• "s128F exemption status unknown" means the
		issuer is unable to advise the status;
		• "Not applicable" means s128F is not applicable to
		this security
		*Is the +security perpetual (i.e. no maturity	Yes or No
		date)?
		*Maturity date
		Answer this question if the security is not perpetual

+ See chapter 19 for defined terms
31 January 2020	Page 9

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
		*Select other features applicable to the	☐ Simple
		+security	☐ Subordinated
		Up to 4 features can be selected. Further information
		☐ Secured
		is available in the Guide to the Naming Conventions
		and Security Descriptions for ASX Quoted Debt and	☐ Converting
		Hybrid Securities.
			☐ Convertible
			☐ Transformable
			☐ Exchangeable
			☐ Cumulative
			☐ Non-Cumulative
			☐ Redeemable
			☐ Extendable
			☐ Reset
			☐ Step-Down
			☐ Step-Up
			☐ Stapled
			☐ None of the above
		*Is there a first trigger date on which a right	Yes or No
		of conversion, redemption, call or put can
		be exercised (whichever is first)?
		*If yes, what is the first trigger date
		Answer this question if your response to the previous
		question is "Yes".
		Details of the number and type of +security
		(including its ASX security code if the
		+security is quoted on ASX) that will be
		issued if the securities to be quoted are
		converted, transformed or exchanged
		Answer this question if the security features include
		"converting", "convertible", "transformable" or
		"exchangeable".
		For example, if the security can be converted into
		1,000 fully paid ordinary shares with ASX security
		code ABC, please insert "1,000 fully paid ordinary
		shares (ASX:ABC)".

Part 4 - Issue details

Question	Question	Answer
No.
4.1	*Have the +securities been issued yet?	Yes
4.1a	*What was their date of issue?
	Answer this question if your response to Q4.1 is
	"Yes".
4.1b	*What is their proposed date of issue?	13 May 2020
	Answer this question if your response to Q4.1 is "No".
4.2	*Are the +securities being issued for a	No
	cash consideration?
	If the securities are being issued for nil cash
	consideration, answer this question "No".

+ See chapter 19 for defined terms
31 January 2020	Page 10

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
	4.2a	*In what currency is the cash consideration
		being paid
		For example, if the consideration is being paid in
		Australian Dollars, state AUD.
		Answer this question if your response to Q4.2 is
		"Yes".
	4.2b	*What is the issue price per +security
		Answer this question if your response to Q4.2 is "Yes"
		and by reference to the issue currency provided in
		your response to Q4.2a.
		Note: you cannot enter a nil amount here. If the
		securities are being issued for nil cash consideration,
		answer Q4.2 as "No" and complete Q4.2c.
	4.2c	Please describe the consideration being	Options issued under the Company's Equity
		provided for the +securities	Incentive Plan as part of remuneration to
		Answer this question if your response to Q4.2 is "No".	KMP
	4.3	Any other information the entity wishes to
		provide about the issue

Part 5 - Unquoted +securities on issue

Following the issue of the +securities the subject of this application, the unquoted issued +securities of the entity will comprise:

Note: the figures provided in the table in section 5.1 below are used to calculate part of the total market capitalisation of the entity published by ASX from time to time. Please make sure you include in the table each class of unquoted securities issued by the entity.

Restricted securities should be included in table 5.1.

5.1

	*ASX security code and description	*Total number of +securities on issue
	Unlisted options exercisable at $0.04 on or before 5 May	2,000,000
	2023" (New Class)
	Unlisted options exercisable at $0.06 on or before 5 May	3,000,000
	2023" (New Class).

+ See chapter 19 for defined terms
31 January 2020	Page 11

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 6 - Other Listing Rule requirements

The questions in this Part should only be answered if you are an ASX Listing (ASX Foreign Exempt Listings and ASX Debt Listings do not need to complete this Part) and:

• your response to Q2.1 is "+securities issued under an +employee incentive scheme that are not being immediately quoted on ASX"; or
• your response to Q2.1 is "Other"

Question	Question	Answer
No.
6.1	*Are the securities being issued under	Yes
	Listing Rule 7.2 exception 131 and therefore
	the issue does not need any security holder
	approval under Listing Rule 7.1?
	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".
6.2	*Has the entity obtained, or is it obtaining,
	+security holder approval for the issue
	under listing rule 7.1?
	Answer this question if the response to Q6.1 is "No".
6.2a	*Date of meeting or proposed meeting to
	approve the issue under listing rule 7.1
	Answer this question if the response to Q6.1 is "No"
	and the response to Q6.2 is "Yes".
6.2b	*Are any of the +securities being issued
	without +security holder approval using the
	entity's 15% placement capacity under
	listing rule 7.1?
	Answer this question if the response to Q6.1 is "No"
	and the response to Q6.2 is "No".

1 Exception 13 An issue of securities under an employee incentive scheme if within 3 years before the issue date:

1. in the case of a scheme established before the entity was listed - a summary of the terms of the scheme and the maximum number of equity securities proposed to be issued under the scheme were set out in the prospectus, PDS or information memorandum lodged with ASX under rule 1.1 condition 3; or
2. the holders of the entity's ordinary securities have approved the issue of equity securities under the scheme as an exception to this rule. The notice of meeting must have included:
3. • a summary of the terms of the scheme.
   • the number of securities issued under the scheme since the entity was listed or the date of the last approval under this rule;
   • the maximum number of +equity securities proposed to be issued under the scheme following the approval; and
   • a voting exclusion statement.

Exception 13 is only available if and to the extent that the number of +equity securities issued under the scheme does not exceed the maximum number set out in the entity's prospectus, PDS or information memorandum (in the case of (a) above) or in the notice of meeting (in the case of (b) above).

Exception 13 ceases to be available if there is a material change to the terms of the scheme from those set out in the entity's prospectus, PDS or information memorandum (in the case of (a) above) or in the notice of meeting (in the case of (b) above).

+ See chapter 19 for defined terms
31 January 2020	Page 12

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

6.2b.1 *How many +securities are being issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1?

Answer this question if the response to Q6.1 is "No", the response to Q6.2 is "No" and the response to Q6.2b is "Yes".

Please complete and separately send by email to your ASX listings adviser a work sheet in the form of Annexure B to Guidance Note 21 confirming the entity has the available capacity under listing rule 7.1 to issue that number of securities.

6.2c *Are any of the +securities being issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A (if applicable)?

Answer this question if the response to Q6.1 is "No" and the response to Q6.2 is "No".

6.2c.1 *How many +securities are being issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A?

Answer this question if the response to Q6.1 is "No", the response to Q6.2 is "No" and the response to Q6.2c is "Yes".

Please complete and separately send by email to your ASX listings adviser a work sheet in the form of Annexure C to Guidance Note 21 confirming the entity has the available capacity under listing rule 7.1A to issue that number of securities.

Introduced 01/12/19; amended 31/01/20

+ See chapter 19 for defined terms
31 January 2020	Page 13