PRESS RELEASE‌‌ 11 August 2016‌‌ SPP OFFER DOCUMENT AND APPLICATION FORM DISPATCHED TO ELIGIBLE SHAREHOLDERS‌‌‌‌

Metals X Limited ("Metals X") refers to its announcement on 4 August 2016 regarding the opportunity for eligible shareholders to participate in a Share Purchase Plan ("SPP").‌‌‌

Under the Share Purchase Plan, eligible shareholders are invited to invest up to $15,000 at $1.48 per share, being the same price per share as investors were offered under the recent Placement, subject to an overall cap on the Share Purchase Plan of $15 million.‌‌

Metals X is pleased to advise that the attached Share Purchase Plan documentation has been dispatched to eligible shareholders today.‌‌

ENQUIRIES‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌

Peter Cook

Warren Hallam

Rod Corps

Executive Director & CEO

e: peter.cook@metalsx.com.au

Executive Director

e: warren.hallam@metalsx.com.au

Manager - Investor Relations e: rod.corps@metalsx.com.au

ASX Code: MLX‌‌

OTCQX Code: MLXEF

Level 3, 18-32 Parliament Place West Perth WA 6005

Australia

reception@metalsx.com.au www.metalsx.com.au

OFFER TO PARTICIPATE IN METALS X LIMITED'S SHARE PURCHASE PLAN

THIS IS AN IMPORTANT DOCUMENT AND SHOULD BE READ IN ITS ENTIRETY

HIGHLIGHTS

Offer to existing Metals X Limited (MLX) shareholders to participate in a Share Purchase Plan (SPP)

The SPP will raise a maximum of $15,000,000.

Eligible Shareholders can, at their election, take up:

1,689 shares for $2,500;

3,378 shares for $5,000;

6,756 shares for $10,000; or

10,135 shares for $15,000,

of New Shares under the SPP, at $1.48 for each New Share.

The SPP is not underwritten.

MLX plans to use the funds raised from the SPP together with the Placement (after issue costs) to:

  • expedite the development of additional production from several projects in both the gold and base metals divisions; and

  • provide additional working capital to strengthen the balance sheet and to enable MLX to pursue additional opportunities as they arise.

The information in this document is not a recommendation to accept the offer of New Shares under the SPP and does not constitute financial advice. Any person who intends to subscribe for New Shares must conduct their own investigations, assessment and analysis of the Company and its operations and prospects and must base their investment decision solely on those investigations and that assessment analysis.

If you are in doubt about the contents of this document, or the action you should take, you should consult your financial or other professional advisor without delay who specialises in advising on the acquisition of share and other securities before taking any action.

Level 3, 18-32 Parliament Place, West Perth WA 6005 PO Box 1959 West Perth WA 6872

Telephone: +61 8 9220 5700 Facsimile: +61 8 9220 5757 Email: reception@metalsx.com.au Web: www.metalsx.com.au

11 August 2016 Dear Shareholder,

The Directors of Metals X Limited (MLX or the Company) would like to invite you to participate in MLX's Share Purchase Plan (SPP).

  1. Summary of the SPP

    The SPP provides shareholders on the Company's register at the Record Date with an opportunity to subscribe for $2,500, $5,000, $10,000 or $15,000 in New Shares at $1.48 per share in MLX at an attractive discount to the market price in the period prior to the date of announcement of this SPP. The Board has structured the SPP to encourage our loyal, smaller shareholders to apply and increase their shareholding in MLX.

    Only shareholders of MLX with a registered address in Australia, New Zealand and the United Kingdom who are on the share register as at 7.00pm (Sydney time) on 3 August 2016 are afforded the opportunity to participate in the SPP. Shareholders not registered as at this date will not receive an offer under the SPP. The rights of shareholders eligible to participate under this SPP are not transferable.

    The Company proposes a maximum raising of up to $15,000,000 under the SPP, comprising the issue of up to approximately 10,135,135 New Shares. The SPP is not underwritten.

    The proposed use of the funds raised under the SPP together with the Placement announced on 4 August 2016 (after issue costs) is as follows:

    • expedite the development of additional production from several projects in both the gold and base metals divisions; and

    • provide additional working capital to strengthen the balance sheet and to enable MLX to pursue additional opportunities as they arise.

  2. Terms of the SPP

The terms and conditions of the SPP are outlined in the enclosed document. By making an application to purchase shares under the SPP, you will have agreed to be bound by those terms and conditions. The right to participate in this offer under the SPP is available exclusively to persons who were registered as holders of fully paid ordinary shares in MLX at 7.00pm (Sydney time) on the Record Date of 3 August 2016 and whose registered address is in Australia, New Zealand, the United Kingdom or in any other jurisdiction where, in the opinion of the Directors of MLX, it is lawful and reasonably practical for MLX to offer and issue shares under this SPP.

Eligible shareholders are entitled to apply for a maximum of $15,000 of New Shares, at the Subscription Price of $1.48 per New Share, under the SPP.

You may apply only for shares in one of the following amounts:

1,689 shares for $2,500;

3,378 shares for $5,000;

6,756 shares for $10,000; or

10,135 shares for $15,000.

Compared with the Market Price over the last five days on which trading of MLX's shares on the ASX were recorded prior to the announcement of the SPP (on 4 August 2016), the Subscription Price represents a 10.5% discount to the Average Market Price over that period.

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The Market Price of MLX's shares over the last five days of trading prior to the announcement (noting the Company went into a trading halt from the close of trade on Monday, 1 August 2016 until open of trade on Thursday, 4 August 2016) of the SPP is as follows:

DATE

MARKET PRICE

VOLUME

26 July 2016

$1.56

2,886,212

27 July 2016

$1.55

1,995,191

28 July 2016

$1.625

4,837,281

29 July 2016

$1.635

3,894,132

1 August 2016

$1.70

12,112,080

To enable you to properly consider the offer under the SPP, set out below is a brief price history of the trading price of MLX's shares on the ASX over the period commencing 26 July 2016 and ending on 1 August 2016:

PERIOD

HIGH

LOW

WEIGHTED AVERAGE

26/07/2016 - 01/08/2016

$1.77

$1.54

$1.65

Participation in the SPP is entirely at your discretion but the SPP is non-renounceable which means you cannot transfer your right to purchase shares under the SPP to anyone else.

On the basis of the issue price of shares under the SPP, the Directors recommend the SPP to Eligible Shareholders. All of the Directors who own direct shareholdings intend to apply for New Shares under the SPP.

The application period will close at 7.00pm (Sydney time) on 1 September 2016. Therefore, if you wish to apply for any shares under the SPP, you should follow the instructions outlined in

the attached Application Form so payment is received at our Share Registrar by that date in cleared funds. Payment may be made by cheque, bank draft or BPAY®.

It is proposed that the following timetable apply in respect of the SPP:

EVENT

DATE

Record Date of the SPP (7.00pm Sydney time)

3 August 2016

Opening Date of the SPP

11 August 2016

Closing Date of the SPP

1 September 2016

Issue and Allotment of New Shares under the SPP

8 September 2016

Quotation of New Shares under the SPP

9 September 2016

The above timetable is indicative only. MLX reserves the right to vary any of the key dates above, including the Closing Date and the Issue Date, without further notice.

If you are a "Custodian" you may be required to submit a Custodian Certificate in order to participate on behalf of any beneficiaries. Further details in this regard are set out in the SPP Terms and Conditions. For further information contact the Company's Share Registrar, Security Transfer Registrars on +61 8 9315 2333.

Yours faithfully

Metals X Limited

Mr Peter Cook

CEO and Executive Director

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Metals X Limited published this content on 11 August 2016 and is solely responsible for the information contained herein.
Distributed by Public, unedited and unaltered, on 11 August 2016 07:52:03 UTC.

Original documenthttps://www.metalsx.com.au/system/announcements/763/20160811_SPP_Dispatched_to_Shareholders.pdf

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