Falcon Minerals : Letter to Shareholders (168 k)

19 October 2016 Dear Shareholder,

This letter contains two important documents; a Notice of Annual General Meeting and a Notice of General Meeting. Both meetings are to be held on Friday 18 November 2016.

At the General Meeting, shareholders will be asked to consider a change in the nature and scale of the Company's activities from mineral exploration to consumer electronics. As set out in the ASX release on 8 September 2016, the Company has secured the right to acquire 100% of Robo 3D, Inc. through the acquisition of 100% of the issued capital of Albion 3D Investments Pty Ltd. Robo 3D, Inc. is a USA-based company that designs and markets a range of consumer-focused products in the fast growing desktop segment of the 3D printing industry.

The business of the General Meeting will include:

• Change to Nature and Scale of Activities;

• Consolidation of Capital;

• Issue of Consideration Shares to the Vendors;

• Issue of Performance Rights and Adviser Options;

• Issue of Capital Raising Shares;

• Participation of Current Directors in Capital Raising;

• Election of incoming Directors;

• Change of Company Name;

• Removal of Auditor and Appointment of Auditor; and

• Adoption of a Performance Rights Plan.

Shareholders should read the Notice of General Meeting and the accompanying Explanatory Memorandum before deciding how to vote on the Resolutions. Your vote is important and I urge you to consider the matter carefully. The Directors of the Company recommend that you vote in favour of all Resolutions to be put to shareholders at the General Meeting which will allow the change of the Company's business to proceed.

At the Annual General Meeting, shareholders will be asked to receive and consider the Financial Statements for the Company and the Reports of the Directors and Auditor for the year ended 30 June 2016 as well as vote on the Adoption of Remuneration Report and the Re-election of Director. The Directors of the Company recommend that you vote in favour of all Resolutions to be put to shareholders at the Annual General Meeting.

Proxy Forms are attached to each Notice and shareholders are encouraged to vote on the business of both meetings. The Proxy Forms provide further details on appointing proxies and how to lodge your Proxy Forms. If you have any queries about these meetings, or any other aspect of the Company's business, please contact me on +61 8 9382 1596 or rsmit@falconminerals.com.au

Yours sincerely Ronald Smit

Managing Director, Falcon Minerals Limited