WPG Resources : 2016-08-26 Appendix_3B_3Y_Substantial Shareholder Notice

ABN 51 109 426 502

PO Box N239, Grosvenor Place NSW 1220, Australia Level 9, Kyle House, 27-31 Macquarie Place, Sydney, NSW Australia

Telephone (+612) 9251 1044

Facsimile (+612) 9247 3434 Email info@wpgresources.com.au Web www.wpgresources.com.au

26 August 2016

Company Announcements Office ASX Limited

Exchange Centre

Level 6, 20 Bridge Street

SYDNEY NSW 2000

Appendix 3B, Appendix 3Ys and Substantial Shareholder Notice

WPG Resources Ltd (ASX: WPG, WPGO) advises that pursuant to the fully underwritten, non-renounceable 1 for 6 entitlement offer at an issue price of $0.065 per share announced on 27 July 2016, the Shortfall of 18,016,546 fully paid ordinary shares have been issued in accordance with the underwriting agreement entered into by WPG with Veritas Securities Limited on 26 July 2016.

Attached is an Appendix 3B with respect to the Shortfall.

Also attached are Appendix 3Y Change of Director's Interest Notices and a Substantial Shareholder Notice.

Notice Under Section 708A(5)(e)

In accordance with s708A(5)(e) of the Corporations Act 2001 (Corporations Act), the Company gives notice that: WPG has resolved to issue a total of:

1. 79,244,418 fully paid ordinary shares at an issue price of $0.065 per share. The shares were allotted on 24 August 2016.

2. 18,016,546 fully paid ordinary shares at an issue price of $0.065 per share. The shares will be allotted on 26 August 2016.

WPG gives notice that:

1. this notice is being given under Section 708A(5)(e)(i) of the Corporations Act;

2. WPG issued the new shares without disclosure to investors under Part 6D.2 of the Corporations Act;

3. as at the date of this notice, WPG has complied with:

4. the provisions of Chapter 2M of the Corporations Act as they apply to WPG; and

5. section 674 of the Corporations Act; and

6. 4) there is no other information that is excluded information as at the date of this notice which is required to be set out in this notice under Section 708A(6)(e) of the Corporations Act.

   Yours sincerely

   WPG Resources Ltd

   Larissa Brown

   Company Secretary

   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

   WPG Resources Ltd

   ABN

   51 109 426 502

   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).

   Fully paid ordinary shares

   1 +Class of +securities issued or to be issued

   18,016,546 fully paid ordinary shares (Shortfall)

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

   18,016,546 shares are issued in accordance with the underwriting agreement entered into by WPG with Veritas Securities Limited on 26 July 2016. These shares make up the Shortfall of the fully underwritten, non‐renounceable 1 for 6 entitlement offer at an issue price of $0.065 per share.

8. 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)

   The shares will rank equally with WPG fully paid ordinary shares from the date of allotment.

9. 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

     Appendix 3B New issue announcement

     $0.065 per share (Shortfall)

10. Issue price or consideration

    18,016,546 shares are issued in accordance with the underwriting agreement entered into by WPG with Veritas Securities Limited on 26 July 2016. These shares make up the Shortfall of the fully underwritten, non‐renounceable 1 for 6 entitlement offer at an issue price of $0.065 per share.

11. 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

25 November 2015

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

Not applicable

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

Not applicable

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

Appendix 3B New issue announcement

Not applicable

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

18,016,546 fully paid ordinary shares are issued under Exception 2.

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

Not applicable

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.

Not applicable

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

See attached 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

26 August 2016

7 +Issue dates

Note: The issue date may be prescribed by ASX (refer to the definition of issue date in rule 19.12). For example, the issue date for a pro rata entitlement issue must comply with the applicable timetable in Appendix 7A.

Cross reference: item 33 of Appendix 3B.

Number	+Class
681,813,860* 69,324,860	Fully paid ordinary shares Options $0.038 exercise price and expiry date 31 December 2016

8 Number and +class of all

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

* A further 10,000,000 shares will be issued and allotted to Helix Resources on development of the Tunkillia gold project