FACSIMILE TRANSMISSION

ASX Code: SHE


2 June 2015

Market Announcements Platform
ASX Limited, Exchange Centre,
20 Bridge Street, Sydney NSW 2000

WAVE ENERGY PRIZE REGISTRATION IN COLLABORATION WITH CAL POLY

Registration submitted for the U.S. Department of Energy's Wave Energy Prize in collaboration with Cal Poly

Combined competition prize money of US$2.25 million

Potential to accelerate commercialisation of the Protean™ Wave Energy Converter technology

Competition will showcase the Protean™ wave energy technology to potential investors, industry partners and customers in the U.S.

First class team of leading scientists, engineers and energy industry professionals with a depth of expertise in renewable energy technologies and large-scale commercialisation

Design submissions due by 15 July 2015 with Qualified Teams announced on 14 August 2015


Stonehenge Metals Limited (ASX:SHE) (Stonehenge or the Company) is pleased to provide an update following announcements on 29 May 2015 and 30 June 2015 that the Company is collaborating, and has signed a Memorandum of Understanding (MOU), with California Polytechnic University at San Luis Obispo (Cal Poly). The MOU supports joint applications for two major funding opportunities including the potential US$1.5 million award application in response to an invitation from DOE.
The Company today announces that is has now completed registration, in collaboration with Cal Poly, for the second of the two funding opportunities being the U.S Department of Energy's (DOE) Wave Energy Prize. The combined prize money from the Wave Energy Prize competition is US$2.25 million and the DOE estimates that the value of prizes to be awarded will fall in a range between US$250,000 and US$1.5 million.
The Wave Energy Prize competition could provide the Company an opportunity to test its Protean wave energy technology using the most advanced wave test tank in the world, the U.S. Navy's Maneuvering and Seakeeping Basin (MASK) facility in Carderock, Maryland.

THE WAVE ENERGY PRIZE

To date over 60 teams have registered for the Wave Energy Prize and prizes will be awarded to the top three competition entrants. The Wave Energy Prize is a public prize challenge sponsored by the U.S. DOE's Water Power Program and is similar to other "XPrize ®" com petitio ns . The prize is designed to increase the diversity of organisations involved in Wave Energy Converter (WEC) technology development and to encourage the development of more efficient WEC devices that, in turn, will significantly reduce the cost of wave energy to make it more competitive with traditional energy solutions.

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The Wave Energy Prize not only provides an opportunity to win the prize money but it also offers entrants the opportunity for tank testing and evaluation at America's most advanced wave-making facility, the U.S. Navy's Maneuvering and Seakeeping Basin (MASK) facility in Carderock, Maryland.
Further details about the DOE Wave Energy Prize can be found in the Company's ASX announcement made on 30 June 2015 and at http://waveenergyprize.org/.

The combined submission from Stonehenge and Cal Poly aims to win funding to help accelerate development and commercialisation of the Protean Wave Energy Converter technology in the U.S. through the Company's wholly owned U.S. incorporated subsidiary, Protean Wave Energy Inc.
The Protean Wave Energy Converter aims to capture wave energy and transform it to useful electricity or desalinated water, by utilising all six degrees of wave movement. The goal is to present and test a wave energy converter design that will be cost competitive to manufacture, deploy, maintain and retrieve.

THE TEAM

The team to enter into the competition was formed under the MOU between Cal Poly and Stonehenge and is led by leading scientists, engineers and energy industry professionals with a depth of expertise of renewable energy technologies and large-scale commercialisation of such technologies.

Honorable Dr. Sam Blakeslee, founder of the Institute for Advanced Technology and Public Policy at Cal

Poly in 2012 and previous a member of the California State Senate.

William Toman has more than 25 years of experience managing energy and environmental project development, having been responsible for the development of over 2,000 MW of generating capacity for utilities and independent power producers. He has previously led CalWave, a 12-month U.S. DOE funded study investigating a national wave energy testing center to be sited off California.

Dr. Dale Dolan, Hood Associate Professor of Electrical Engineering at Cal Poly with experience in renewable energy projects, education and advanced motor drives. Past board member of Windy Hills Caledon Renewable Energy and the OSEA (Ontario Sustainable Energy Association) Board and was an executive chair of the 7th World Wind Energy Conference 2008 (WWEC 2008).

Dr. Craig Baltimore is a Full Professor in the Department of Architectural Engineering at Cal Poly. His current research is in Concentrated Solar Power at the intermediate scale and in Knowledge Transfer for the people of rural East Africa. He was previously a structural engineer for KPFF Consulting Engineering and ARUP.

Dr. Benjamin Ruttenberg, an Assistant Professor of Biological Sciences at Cal Poly. Completed a postdoctoral fellowship with Oregon State University, followed by another postdoctoral fellowship with Scripps Institution of Oceanography at the University of California, San Diego. He has also served as a marine ecologist for the National Park Service Inventory and Monitoring Program in Miami, Florida

Sean Moore, an engineer and scientist researching ocean sustainability, water and power issues. He is the founder and inventor of the Protean wave energy converter technology and has been the recipient of many awards and scholarships and is recognized for his expertise in ocean energy.

Scott Davis, an energy industry professional with extensive experience in renewable energy product development, marketing and the integration of renewable energy into traditional and micro grid systems. Mr. Davis is an advisor to Stonehenge and is also presently employed as Project Director Market Reform, by Western Australia's largest regional electricity supplier, Horizon Power.

Stonehenge Managing Director, Bruce Lane said:

"Registration for the DOE's Wave Energy Prize competition follows on from our existing collaboration with Cal Poly under which, as previously advised, we have jointly applied for a potential US$1.5 million award from the DOE. With the Wave Energy Prize registration we're another step closer to benefiting from the funding initiatives offered by the U.S. DOE and importantly this joint initiative will help strengthen our partnership with Cal Poly.

We believe that the ProteanTM wave energy converter technology puts us at the forefront of the development of wave energy technology in the U.S. and that, through our partnership with Cal Poly, we now have a leading team in place to help drive development and commercialisation of the ProteanTM WEC in the U.S."

The first stage of the competition requires that design submissions are completed by 15 July 2015. A Technical Expert Judging Panel will then review design submissions and promote qualified designs to the Page 2 of 3

next level of design/development. Qualified Teams will be announced on 14 August 2015 - See more at:
http://waveenergyprize.org/about.

The Company notes that neither Stonehenge Metals Limited, Protean Energy Pty Ltd, Protean Energy Australia Pty Ltd (PEA), Protean Wave Energy, Inc., Sean Moore nor Cal Poly are associated in any way with two other Wave Energy Prize teams registered under the names "Protean Wave Technology Inc." and "CalWave". The names ProteanTM and Protean PowerTM are trademark protected by PEA, this being the Australian legal entity which holds the rights to all of the intellectual property, including all U.S. trademarks and patents, associated with the ProteanTM Wave Energy Converter.

For further information see www.stonehengemetals.com.au,www.proteanwaveenergy.com.auor contact:

Bruce Lane - Managing Director

T: + 61 8 9481 2276

E: blane@stonehengemetals.com.au

ABOUT STONEHENGE METALS LTD

Stonehenge is the parent holding company of US based Protean Wave Energy, Inc. and is based in Perth, Western Australia. The Company is moving forward in its quest to build and deploy a commercially viable marine hydrokinetic energy system based on the ProteanTM wave energy converter technology to be located off the coast of California. The Company has appointed veteran U.S. wave energy industry professional, William Toman, as the president of Protean Wave Energy Inc. (Protean) its U.S. subsidiary.

ABOUT PROTEAN WAVE ENERGY INC.

Protean Wave Energy, Inc., based in Los Osos, California, is the U.S. subsidiary of Stonehenge Metals Limited.

Stonehenge holds the rights to the ProteanTM wave energy technology intellectual property, globally and in the U.S., including the registered U.S. Trademarked names of ProteanTM and Protean PowerTM and the U.S patent associated with the ProteanTM Wave Energy Converter.

ABOUT THE PROTEAN WAVE ENERGY CONVERTER (WEC) TECHNOLOGY

Stonehenge has entered into a global license and option agreement to acquire the ProteanTM WEC technology. The ProteanTM WEC system is based upon a point-absorber wave energy converter buoy device, which floats at the water surface and extracts energy from the waves by the extension and retraction of a tether to its anchoring weight on the seabed. The device is unique in that it optimises the conversion of energy from waves at the surface through all six degrees of wave movement.

The ProteanTM WEC has been developed to use compact architecture to produce power from a small, low cost, scalable design targeted at keeping the projected total levelised cost of energy (LCOE) down. The ProteanTM WEC has been designed to be cost competitive to manufacture, deploy, maintain and retrieve. The future plans for the ProteanTM WEC include the deployment of a pre-commercial demonstration of a dynamic, configurable and scalable power array (wave farm) prior to moving the technology into early commercialisation.

ABOUT CALIFORNIA POLYTECHNIC UNIVERSITY AT SAN LUIS OBISPO (CAL POLY)

California Polytechnic State University, San Luis Obispo (Cal Poly) is a highly selective, nationally-rankedpublic university located in San Luis Obispo, California. It has a total undergraduate enrollment of 18,739 with a campus size of 6,000 acres. Founded in 1901 as a vocational high school, it is currently one of only two polytechnic universities in the 23-member California State University system. Comprising six distinct colleges, the university offers 64 bachelor's degrees, 32 master's degrees, and 7 teaching credentials. Cal Poly is a member of the American Association of State Colleges and Universities (AASCU) and the Association of Public and Land-grant Universities. Cal Poly is known for its "learn by doing" educational philosophy that encourages students to solve real-world problems by combining classroom theory with experiential laboratory exercise.

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