Citation Resources : Refresh Supplementary Prospectus

(Subject to deed of company arrangement)

ABN 90 118 710 508

Level 1, 8-12 Market Street

Fremantle WA 6160

t: +61 8 9431 9888

f: +61 8 9431 9800

www.citation.net.au info@citation.net.au

4 October 2017

ASX Announcement

Company Announcements Office Australian Securities Exchange Level 6, 20 Bridge Street

SYDNEY NSW 2000

Via E Lodgment

Recapitalisation Proposal update

Further to the previous announcements by Citation Resources Ltd (Subject to Deed of Company Arrangement) ('the Company' or 'Citation'), we provide the following update on the status and timing for completion of the Recapitalisation Proposal.

Subsequent to the lodgement of the Replacement Prospectus by the Company on 21 August 2017, Citation has been working with its legal advisors, Pearl and Cadmon Advisory to provide all information requested by ASX in order to achieve conditional approval for re-quotation of the Company's securities on the ASX. Capitalised terms in this announcement which are defined in the Replacement Prospectus have the meanings given to them in that document.

As part of the review to obtain conditional approval, certain queries were raised by the ASX, which the parties are addressing. These queries relate to the timing for the grant of the development approval from the Gold Coast City Council for Pearl's Stapylton site and the structure of the B Class Shares which may be issued to Keshi shareholders in the event that Pearl was to exercise its call option to acquire the issued share capital of Keshi at some future date, in accordance with the Call Option Deed.

Since the original deadline for satisfaction of the quotation condition applying to the Offers pursuant to section 724 of the Corporations Act falls on 10 October 2017 (being three months from the date of lodgement of the original prospectus), an extension of this deadline is required in order to allow sufficient time to address the queries raised by the ASX. Consequently, the Company has today lodged with ASIC the attached supplementary prospectus which constitutes a 'refresh' document as defined in section 724(3H) of the Corporations Act, as inserted by the ASIC Corporations (Minimum Subscription and Quotation Conditions) Instrument 2016/70. The effect of the 'refresh' document is to extend the statutory deadlines for satisfying the quotation and minimum acceptance conditions applying to the Offers, as detailed in the 'refresh' document.

While the Company works with the ASX to receive conditional approval to relist, all application funds that have been received are being held in trust through the Company's share registry, Computershare. Withdrawal rights for applicants under the Offers will apply, as set out in the attached supplementary prospectus.

Despite these delays, the Deed Administrators, Cadmon Advisory and Pearl remain confident that the Recapitalisation Proposal will proceed and are working to address the issues raised by the ASX as quickly as possible. It is envisaged that a further supplementary prospectus, containing further disclosure in relation to changes to address the ASX's queries, will be lodged in the near future.

If you have any queries in relation to the Offers and the re-quotation of Citation, please contact the Company on +61 9431 9888.

For and on behalf of the Board

Victor Turco Director

Encl.

This Refresh Supplementary Prospectus is dated 4 October 2017 and supplements the replacement prospectus of Citation Resources Limited ACN 118 710 508 (Subject to Deed of Company Arrangement) (Company) dated 21 August 2017 (Replacement Prospectus) which Replacement Prospectus replaced the original prospectus issued by the Company dated 10 July 2017 (Original Prospectus).

This Refresh Supplementary Prospectus is a "refresh document" as defined in section 724(3H) of the Corporations Act 2001 (Cth) (Act), as inserted by the ASIC Corporations (Minimum Subscription and Quotation Conditions) Instrument 2016/70 ( Instrument) and has been lodged with the Australian Securities and Investments Commission (ASIC) in accordance with section 724(3G) of the Act as inserted by the Instrument.

Neither ASIC nor ASX take any responsibility as to the contents of this Refresh Supplementary Prospectus.

This Refresh Supplementary Prospectus must be read together with the Replacement Prospectus. Other than as set out below, all details in relation to the Replacement Prospectus remain unchanged. To the extent of any inconsistency between this Refresh Supplementary Prospectus and the Replacement Prospectus, this Refresh Supplementary Prospectus will prevail. Unless otherwise indicated, terms defined and used in the Replacement Prospectus have the same meaning in this Refresh Supplementary Prospectus.

This Refresh Supplementary Prospectus will be issued with the Replacement Prospectus as an electronic prospectus and can be downloaded from the Company's website at www.citationresources.com.au.

The Company will send a copy of this Refresh Supplementary Prospectus to all Applicants who have applied for securities under the Replacement Prospectus as at the date of this Refresh Supplementary Prospectus.

This is an important document and should be read in its entirety. Please seek professional guidance from your stockbroker, solicitor, accountant or other professional adviser without delay if you do not understand its contents.

This Refresh Supplementary Prospectus has been issued for the purposes of:

1. extending the Closing Date of the Offer to 8 November 2017;

2. advising that at the date of this Refresh Supplementary Prospectus, the Company's securities have not been readmitted to quotation on ASX;

3. advising that at the date of this Refresh Supplementary Prospectus, the Company has not issued any securities pursuant to the Replacement Prospectus;

4. refreshing the period for admission to quotation of Shares and Options offered under the Replacement Prospectus from three (3) months from the date of the Original Prospectus to three (3) months from the date of this Refresh Supplementary Prospectus in accordance with section 724(3G)(d) of the Act, as inserted by the Instrument; and

5. refreshing the period to raise the minimum subscription under the Public Offer from four (4) months from the date of the Original Prospectus to four (4) months from the date of this Refresh Supplementary Prospectus in accordance with section 724(3G)(c) of the Act, as inserted by the Instrument.

In accordance with section 723(3) of the Act, if a person offers securities under a disclosure document such as a prospectus, and the disclosure document states or implies that the securities will be quoted on a financial market such as the ASX, and the securities are not then admitted to quotation within three (3) months after the date of the disclosure document, the issue of securities is void and the Application Monies have to be returned to the Applicants.

Further, in accordance with sections 723(2) and 724 of the Act, if a person offers securities under a disclosure document such as a Prospectus and the disclosure document states a minimum subscription amount must be raised before any securities will be issued, then the minimum subscription must be received within four

(4) months after the date of the disclosure document, otherwise Applicants must be given a supplementary disclosure document and the opportunity to withdraw their Application (in certain circumstances) or all Application Monies must be returned.

By the issue of the Instrument, ASIC has varied the Act to allow companies to refresh the timing of minimum subscription and quotation conditions, to commence from the date of a refresh document (i.e. this Refresh Supplementary Prospectus), such that the respective three and four month periods are taken to commence from the date that the refresh document is lodged with ASIC. The

This Refresh Supplementary Prospectus is to be read with the Replacement Prospectus dated 21 August 2017, issued by Citation Resources Limited ACN 118 710 508 (Subject to Deed of Company Arrangement) which Replacement Prospectus replaced the original prospectus issued by the Company dated 10 July 2017.