Pilbara Minerals : Cleansing Notice and Appendix 3B

10 November 2017

ASX Announcements Platform Bridge Street

Sydney NSW 2001

CLEANSING NOTICE

On 10 November 2017, Pilbara Minerals Limited (ASX: PLS) (Company) undertook the issue of 4,127,675 fully paid ordinary shares (Securities).

In accordance with s708A(5)(e) of the Corporations Act 2001 (Act), the Company provides notice to ASX that:

1. the Company issued the Securities without disclosures to investors under Part 6D.2 of the Act;

2. as at the date of this notice, the Company has complied with the provisions of Chapter 2M of the Act, as they apply to the Company and section 674 of the Act; and

3. as at the date of this notice, there is no information:

4. that has been excluded from a continuous disclosure notice in accordance with the ASX Listing Rules; and

5. that investors and their professional advisors would reasonably require for the purpose of making an informed assessment of:

6. the assets and liabilities, financial position and performance, profits and losses and prospects of the Company; or

7. the rights and liabilities attaching to the Securities.

8. Yours faithfully,

   Alex Eastwood Company Secretary

   TEL +61 8 6266 6266 LEVEL 2, 88 COLIN STREET

   FAX +61 8 6266 6288 WEST PERTH WA 6005, AUSTRALIA

   WWW.PILBARAMINERALS.COM.AU ABN 95 112 425 788

   Appendix 3B New issue announcement 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, 04/03/13

   Name of entity

   Pilbara Minerals Limited

   ABN

   95 112 425 788

   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	+Class of +securities issued or to be issued	Ordinary fully paid shares
   2	Number of +securities issued or to be issued (if known) or maximum number which may be issued	(a) 2,000,000 (b) 1,039,773 (c) 543,951 (d) 543,951
   3	Principal terms of the +securities (e.g. 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)	Ordinary fully paid shares

   + See chapter 19 for defined terms.

   Appendix 3B Page 1

   Appendix 3B New issue announcement

   4	Do the +securities rank equally in all respects from the +issue date 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	Yes
   5	Issue price or consideration

9. Exercise of 2,000,000 unlisted options (with an exercise price of $0.65 and expiry date of 16 May 2018) for

10. Exercise of 1,039,773 unlisted options (with an exercise price of $0.15 and expiry date of 1 December 2017) for

11. Exercise of 1,000,000 unlisted options (with an exercise price of $0.40 and expiry date of 16 May 2018) for $nil pursuant to a cashless exercise facility under the Company's Employee Award Plan resulting in the issue of 543,951 shares.

12. Exercise of 1,000,000 unlisted options (with an exercise price of $0.40 and expiry date of 16 May 2019) for $nil pursuant to a cashless exercise facility under the Company's Employee Award Plan resulting in the issue of 543,951 shares.

$1,300,000.

$155,966.

+ See chapter 19 for defined terms.

Appendix 3B Page 2

Appendix 3B New issue announcement

6	Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets)	Exercise of unlisted options which were approved by shareholders in the Company's general meeting on 24 November 2016. Exercise of unlisted options which were approved by shareholders in the Company's general meeting on 30 November 2015. Exercise of unlisted options issued pursuant to the Company's Employee Award Plan, which was approved by shareholders in the Company's general meeting originally on 18 April 2016 and then was re-approved on 25 January 2017. Exercise of unlisted options issued pursuant to the Company's Employee Award Plan, which was approved by shareholders in the Company's general meeting originally on 18 April 2016 and then was re-approved on 25 January 2017.
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	No
6b	The date the security holder resolution under rule 7.1A was passed	N/A
6c	Number of +securities issued without security holder approval under rule 7.1	N/A
6d	Number of +securities issued with security holder approval under rule 7.1A	N/A
6e	Number of +securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting)	N/A

+ See chapter 19 for defined terms.

Appendix 3B Page 3