Untitled Appendix 3B

Rule 2.7, 3.10.3, 3.10.4, 3.10.5


New issue announcement, application for quotation of additional securities and agreement

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.

Introduced 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12


Name of entity


PANTORO LIMITED


ABN


30 003 207 467


We (the entity) give ASX the following information.


Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).


  1. Unlisted employee options (Options).

  2. Enlisted employee performance rights (Rights).

1 +Class of +securities issued or to be issued


(a) 2,250,000 Options.

(b) 500,000 Rights.

  1. Number of +securities issued or to be issued (if known) or maximum number which may be issued


    1. Options - exercise price $0.10, expiry 30 January 2019.

    2. Rights - exercise price nil, expiry 30 January 2019 - subject to the Company achieving positive net cashflow (ie. all capital costs recovered) from the Nicolsons Project.

    3. Principal terms of the

      +securities (eg, if options, exercise price and expiry date; if partly paid +securities, the amount outstanding and due dates for payment; if

      +convertible securities, the

      conversion price and dates for conversion)


      + See chapter 19 for defined terms.


      01/08/2012 Appendix 3B Page 1

      1. The unlisted employee options will only rank equally upon the payment of the exercise price and the conversion into ordinary shares.

      2. The unlisted employee performance rights will only rank equally upon the future achievement of the Company achieving positive net cashflow (ie. all capital costs recovered) from the Nicolsons Project and the issue of the ordinary shares relating to those performance rights.

      3. Do the +securities rank equally in all respects from the date of allotment with an existing +class of quoted +securities?


        If the additional securities do not rank equally, please state:

        • the date from which they do

        • the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment

        • the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment


      4. 5

        Issue price or consideration

        (a)

        Nil.

        (b)

        Nil.


        1. Options are issued under the terms of the Company's Long Term Incentive Plan.

        2. Rights are issued under the terms of the Company's Long Term Incentive Plan.

        6 Purpose of the issue

        (If issued as consideration for the acquisition of assets, clearly identify those assets)


        Yes

        6a Is the entity an +eligible entity that has obtained security holder approval under rule 7.1A?


        If Yes, complete sections 6b - 6h in relation to the +securities the subject of this Appendix 3B, and comply with section 6i


        30 November 2015.

        6b The date the security holder resolution under rule 7.1A was passed


        Nil

        6c Number of +securities issued without security holder approval under rule 7.1


        Nil

        6d Number of +securities issued with security holder approval under rule 7.1A


        Nil.

        6e Number of +securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting)

        1. 2,250,000 Options - Exception 9.

        2. 500,000 Rights - Exception 9.

        6f Number of securities issued under an exception in rule 7.2


        N/A.

        6g If securities issued under rule 7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the issue date and both values. Include the source of the VWAP calculation.


        N/A.

        6h If securities were issued under rule 7.1A for non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements


        Refer Annexure 1.

        6i Calculate the entity's remaining issue capacity under rule 7.1 and rule 7.1A - complete Annexure 1 and release to ASX Market Announcements


        8 February 2016.

        1. Dates of entering +securities into uncertificated holdings or despatch of certificates


          Number

          +Class

          511,028,772

          Fully paid ordinary

          shares.

          48,996,603

          Listed options

          exercisable at $0.06 on

          or before 25/08/2017.

        2. Number and +class of all

          +securities quoted on ASX (including the securities in section 2 if applicable)


          + See chapter 19 for defined terms.


          01/08/2012 Appendix 3B Page 3


          Number

          +Class

          15,833,341

          Unlisted options,

          exercisable at $0.06

          on or before

          30/10/2017.

          8,050,000

          Unlisted employee

          options, various

          conversions and

          dates.

          3,000,000

          Unlisted employee

          performance rights.

          2,300

          Convertible notes

          each with face value

          of $1,000.

        3. Number and +class of all

          +securities not quoted on ASX (including the securities in section 2 if applicable)


          The Company does not have a dividend policy.

        4. Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)


        Part 3 - Quotation of securities

        You need only complete this section if you are applying for quotation of securities


        34 Type of securities (tick one)


        (a) Securities described in Part 1


        (b) All other securities

        Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities


        Entities that have ticked box 34(a)


        Additional securities forming a new class of securities


        Tick to indicate you are providing the information or documents


        35 If the +securities are +equity securities, the names of the 20 largest holders of the additional +securities, and the number and percentage of additional +securities

        held by those holders


        36 If the +securities are +equity securities, a distribution schedule of the additional

        +securities setting out the number of holders in the categories

        1 - 1,000

        1,001 - 5,000

        5,001 - 10,000

      Pacific Niugini Limited issued this content on 09 February 2016 and is solely responsible for the information contained herein. Distributed by Public, unedited and unaltered, on 09 February 2016 01:10:14 UTC

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