25 June 2015
Australian Securities Exchange Limited
Level 40 Central Park
152-158 St Georges Terrace
PERTH WA 6000
Dear Sir

Proposed issue of performance rights

Chalice Gold Mines Limited (ASX: CHN, TSX: CXN) advises that the Board has resolved to issue a total of
5,448,380 performance rights to directors and executives of the Company under the terms of the Chalice Long term Incentive Plan.
The issue of all performance rights to directors, as set out below, is subject to shareholder approval at the Company's 2015 AGM. The performance rights will not vest and the underlying shares will not be issued unless the performance conditions set by the Board have been satisfied with the final quantum to be determined on the measurement date of 30 June 2017.
Please refer to the Annexure A for details of the proposed performance/vesting conditions. The Company provides the following information in relation to the proposed issue:

Class

Unlisted Performance Rights

Number proposed to be issued to

Directors (subject to shareholder approval)

1,664,707

Number proposed to be issued to

executives and staff

3,783,673

Principle terms

The unlisted performance rights will be issued under the terms of

the Company's Long term Incentive Plan with vesting conditions to be based on share price, achieving key business objectives and service periods (see Annexure A)

Issue price

Nil

Yours faithfully

Leanne Stevens
Company Secretary

ANNEXURE A - PERFORMANCE RIGHTS PROPOSED VESTING CONDITIONS

The performance rights shown above will not vest (and the underlying shares will not be issued) unless the performance conditions set by the Board (as outlined below) have been satisfied. For the proposed 2015/2016 annual grant of performance rights, a maximum of 50% is to be based on achieving share price hurdles and the remaining 50% is to be based on achieving key business objectives.
In addition to the measurement period of 1 July 2015 to 30 June 2017, a 12 month service period must also be completed by each person, meaning that performance rights will not vest or convert into shares until 30 June
2018 at the earliest.
The following table outlines key business objectives and the weightings of the performance condition:

potential to be economic based on consensus

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