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Highlights:

strategic Funding Partners

NGUALLA

A LOW COST RARE EARTH PROJECT

Quarterly Activities Report

AND

Appendix 5B

For the period ending

f Peak was pleased to announce the Closing of its financing transaction with Appian Natural Resources Fund ('appian') and International Finance Corporation ('iFc') during the Quarter, the details of which are outlined in ASX Announcement 'Closing of BFS Financing with Appian and IFC' dated 27 July 2015.

f Completion of this transaction leaves the Company debt-free and well financed to advance the Bankable Feasibility Study ('BFs') for the Ngualla Rare Earth Project.

Beneficiation flowsheet selected

f After extensive evaluation of two alternative beneficiation flowsheets developed specifically for Ngualla's unique mineralisation, a two stage float process has been selected on the basis of operational advantages and lower operating costs.

f The preparation of a 66 tonne bulk sample of typical Ngualla mineralisation as feed for a beneficiation pilot plant for the selected flowsheet has been completed. Pilot plant operation will commence shortly with results scheduled to be received in the first Quarter of 2016.

Leach recovery optimisation

f The higher grade concentrate now able to be produced provides the opportunity to improve the next stage leach recovery process. An extensive testwork program is nearing completion to quantify the optimum leach parameters prior to the design and operation of a leach recovery pilot plant.

Revised product suite for Ngualla

f Peak has revised the form and number of final products to align with market requirements. Production focus remains on the main value driver of a neodymium-praseodymium high purity oxide, estimated to contribute ~81% of future revenue. The remaining rare earths will be produced as two mixed carbonate products, a strategy that is expected to reduce the complexity of the separation plant and reagent requirements.

Preliminary engineering

f Preliminary engineering studies are in progress with a tailings storage facility and site layout plan completed for Ngualla. Comminution and materials handling testwork on Ngualla's weathered bastnaesite mineralisation has also been completed.

BFs drilling Programs

f Drilling operations commenced at Ngualla on 20 July 2015 in support of the detailed engineering requirements of the Bankable Feasibility Study ('BFs').

f The drilling program comprises several components including infill and trial grade control; Diamond core for additional metallurgical samples; geotechnical evaluation in the area of the open pit, plant site and tailings storage facility; and water exploration. Assay results from the drilling will be reported in the December Quarter.

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30 Sept 2015

ASX: PEK DIRECTORS

Non-executive Chairman:

Jonathan Murray

Managing Director:

Darren Townsend

Technical Director:

Dave Hammond

Non-Executive Directors:

Robin Mills John Jetter

Company Secretary:

Graeme Scott

Peak ResouRces Limited

Ground Floor, 5 Ord St

West Perth, WA 6005. ACN 112 546 700

Tel: +61 8 9200 5360

[email protected] www.peakresources.com.au

QUARTERLY ACTIVITIES REPORT SEPT 2015

strategic Funding Partners

As announced in the June 2015 Quarterly report, Peak was pleased to complete the Closing of the financing transaction during the Quarter, the details of which are outlined in ASX Announcement 'Closing of BFS Financing with Appian and IFC' dated 27 July 2015.

Summary highlights of the transaction include:

f Stage 1 total of ~A$20 million (before costs) received from Appian and IFC on a 80:20 pro rata split

f Interim loan funding facilities provided by Appian of US$3 million and A$5 million fully repaid leaves the Company debt free

f Appian becomes Peak's largest shareholder, holding a 10% interest

f IFC becomes a 3% shareholder in Peak

f Stage 1 subscription provides Appian and IFC with a 12.5% interest in Peak subsidiary Peak African Minerals ('PAM')

f Appian and IFC issued with a Convertible Note, convertible into an additional approximately 33.4 million fully paid ordinary shares in Peak

f Appian and IFC granted a 2% Gross Sales Royalty over the Ngualla Project

The completion of the transaction leaves the Company debt-free and well financed to advance the BFS for the Ngualla Rare Earth Project.

About Appian

Appian Natural Resources Fund is a private equity fund which has been established to invest specifically in the metals and mining sector. Appian has a uniquely collaborative investment approach that seeks to partner with local owners, managers and investors to leverage its world-class operational and corporate finance expertise.

With this value-add approach and long-term investment horizon, it aims to generate significant value for the investors and other stakeholders of both the Company and Appian. For more information, visit www.appiancapitaladvisory.com.

About IFC

IFC, a member of the World Bank Group, is the largest global development institution focused exclusively on the private sector. Working with private enterprises in about 100 countries, IFC use their capital, expertise and influence to help eliminate extreme poverty and boost shared prosperity. In FY14, IFC provided more than US$22 billion in financing to improve lives in developing countries and tackle the most urgent challenges of development. For more information, visit www.ifc.org

metallurgical optimisation Programs

Beneficiation flowsheet and pilot plant

After extensive evaluation of two alternative beneficiation flowsheets developed specifically for Ngualla's unique mineralisation, a two stage float process has been selected on the basis of operational advantages and lower operating costs.

Figure 1: Two Stage Float flowsheet developed and selected by Peak.

Ore

~5% REO

Crushing and Milling

Barite Pre-flotation

Regrind

Rare Earth Flotation

Rare Earth Concentrate

~40% REO

Barite Waste

Iron and Quartz Waste

The new flowsheet (Figure 1) is the result of breakthrough improvements in the beneficiation process compared to PFS, with testwork delivering concentrate grades of between 30 to 50% rare earth oxide (REO). The grades achieved range from double to triple the 16.3% REO attained in the Preliminary Feasibility Study ('PFS'). The ability to produce a high grade mineral concentrate has a significant positive impact on the downstream leach recovery process (Figure 2) and provides the potential to reduce both operating and capital costs for the project compared to the PFS.

2

QUARTERLY ACTIVITIES REPORT SEPT 2015

1. Beneficiation 2. Recovery 3. separation

mine Feed

Flotation

mineral concentrate

Acid Leach and Purification

Re solution

SX

Separation

High Purity Rare earth Products

Figure 2: The three major steps in processing Ngualla's weathered bastnaesite mineralisation from mine feed to high purity rare earth products.

Reducing the mass of concentrate to be transported and treated in the subsequent leach recovery stage has the potential to reduce operating costs and decrease the size of the recovery plant. An additional benefit of a higher grade concentrate is the improved rejection of acid consuming iron from the concentrate, thereby reducing downstream reagent requirements in the leach and purification stages.

The selected two stage float process will be demonstrated at pilot plant scale to provide operating data to assist in the engineering of the developed process into the commercial scale operation as part of the BFS. A bulk sample of 66 tonnes of typical Ngualla weathered bastnaesite mineralisation was collected from the area of proposed first mining, shipped to Perth and prepared (Figures 3 to 6) for the operation of this pilot plant. The pilot plant will commence shortly and is scheduled for completion by the end of 2015.

Figure 3: 66 tonne sample of weathered typical Ngualla mineralisation in Perth being prepared as feed for the beneficiation pilot plant.

Figure 4: Feed hopper to crushing circuit during preparation of pilot plant feed.

Figure 5: General Manager Metallurgy, Gavin Beer, inspects Secondary Jaw Crusher during preparation of the beneficiation pilot plant feed.

Figure 6: Pilot plant bulk sample 6mm stockpile.

Leach Recovery Development and Optimisation

The breakthrough in increased concentrate grades achieved during beneficiation has provided the opportunity to improve the next stage leach recovery process (Figure 2). Additional testwork is now nearing completion to define an improved leach recovery process for the high grade concentrate.

3

QUARTERLY ACTIVITIES REPORT SEPT 2015

The reduced feed mass of the higher grade mineral concentrate into the leach circuit is expected to significantly reduce the size of the leach plant. The higher grade concentrate also contains less than half the levels of acid consuming iron compared to PFS, thereby leading to reductions in reagent consumption.

A multiple stage selective leach process using dilute reagents is being developed for the high grade concentrate. This will allow for the specific targeting of the rare earth bearing bastnaesite minerals whilst rejecting the majority of the gangue minerals and cerium. As a result, reagent requirements may be further reduced during both leaching and purification stages.

The ability to reject the majority of low value cerium during the leach process also has the potential to reduce both the size and reagent requirements of the downstream separation plant.

The extensive testwork program on a range of mineral concentrates is now nearing completion and will quantify the optimum leach parameters applicable to the higher grade concentrate prior to the design and operation of a leach recovery pilot plant.

Operation of a leach recovery pilot plant will commence in the first Quarter of 2016 following the completion of the beneficiation pilot plant.

Revised Product Suite and impact on the Separation Plant

The decision to reject a significant proportion of low value cerium prior to the separation stage whilst maintaining neodymium

- praseodymium production levels has already reduced the size of the separation plant required as well as potentially realising significant reductions in reagents during recovery and separation.

Peak has now revised the form and number of final rare earth products to improve alignment with market requirements and potentially reduce separation costs further. The Company's production focus remains on the main value driver product of a neodymium-praseodymium high purity oxide that is estimated to contribute ~81% of future revenue. The remaining rare earths will be produced in carbonate form, and without the separation of lanthanum and cerium.

The reduced product suite reduces the complexity of the required solvent extraction circuit compared to PFS. The effect of this is expected to reduce in size the solvent extraction separation plant as well as significantly reduce reagent requirements - most notably hydrochloric acid and caustic soda.

Peak completed the operation of a solvent extraction pilot plant at ANSTO Minerals research facility at Lucas Heights near Sydney in 2013. The data obtained will feed into the BFS and engineering design together with additional test work to be completed as part of the BFS.

Preliminary Engineering

Engineering has commenced with the completion of a preliminary layout plan of the Ngualla site and evaluation of tailings storage and treatment options during the Quarter (Figure 7).

A comprehensive materials handling and comminution testwork program using a sub-split of the pilot plant bulk sample was completed during the Quarter to provide data for engineering design of the front end of the processing plant. Scrubbing testwork (Figures 8 to 10) was also undertaken to evaluate the potential to simplify or eliminate a crushing circuit. Scrubbing testwork work indicates Ngualla's ore is relatively soft, non-abrasive and disperses quite easily

Figure 7: Ngualla rare earth mine, infrastructure and processing plant preliminary design concept.

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when introduced into a scrubber or low charge SAG mill. Comminution testwork identified that the ore requires only modest energy input (7.3 kWh/t) in order to achieve the required grind size required for mineral liberation. The testwork also indicated that there are little to no 'platey' minerals which normally cause issues when screening at fine sizes and the ore is not considered 'sticky' compared with clay- rich ores.

The conclusion of the above testwork indicates that a simple, low power comminution flowsheet will be applicable to the Ngualla mineralisation.

BFS Drilling Programs

Peak announced the commencement of drilling operations to support the BFS (ASX Announcement 'BFS Drilling Programs commence at Ngualla' of 20 July 2015).

The program has several components:

f Infill drilling of two areas of high grade rare earth mineralisation currently defined by relatively wide spaced drilling

f Two trial grade control drill patterns (Figure 11)

f Diamond core drilling to provide a range of samples across the weathered bastnaesite zone for metallurgical test work using the chosen process flowsheets

f Geotechnical drilling in the area of the proposed open pit to determine optimum pit wall design

f Groundwater exploration and monitoring bores (Figure 12)

f Geotechnical drilling in the area of the proposed processing plant site, tailings storage facility and ore feed ROM pad for foundation design investigations.

Figures 8 to 10: Scrubbing test work at ALS test facility, Perth, August 2015.

At Quarter end the drilling programs were substantially complete with 1,114m of Diamond drilling and 3,085m of reverse circulation ('RC') drilled during the period. The pit hydrology and plant site geotechnical programs remain to be completed.

Assay results from the drilling are expected and will be reported in the December Quarter.

Figure 11: RC drilling on trial grade control grid, Ngualla, August 2015. Figure 12: Water intersected in drill hole MWB008 with

flow estimated at over 10L/s, Ngualla, September 2015.

community and social Responsibility

Peak is committed to improving the communities in which it operates whilst maintaining best practise environmental management. Win-win relationships have been established with the local Ngwala community through provisions of employment opportunities, training, purchase of local products, supply of equipment to schools and the village administration and the completion of several construction projects.

Peak's previous community projects have included:

Figure 13: Pair of Itiziro teachers houses under construction, Sept 2015.

f Construction and refurbishment of classrooms for the Ngwala Primary School

f Donation and construction of new school desks for schools in the Ngwala Ward

f Donation of a range of items for community needs including beds, mattresses, textbooks, cement, office furniture, stationery and sports equipment

f Construction of four teacher's houses

f Assistance with water supply, road and airstrip maintenance

A project currently in progress is the construction of an additional pair of teacher's houses, this time for the neighbouring village of Itiziro (Figure 13). This was identified as a priority by the wider community and a lack of housing was impacting on the ability to attract teachers to the area's schools.

corporate

On 24 July 2015 the company closed stage 1 of the financing transaction with Appian and IFC following the receipt of approximately A$20 million (before costs) and simultaneously making full repayment of the interim debt facilities provided by Appian. As part of the transaction Peak issued 40,107,495 shares to Appian and 10,026,874 shares to IFC at A$0.09 per share. A General meeting of shareholders was held on 11 September to ratify the issue of shares to Appian and IFC and approve other finance transaction related matters. All resolutions put to the meeting were passed on a show of hands.

Following the closure of the financing transaction and the resultant change in the Peak Group ownership structure Peak is working with its Auditors, Ernst and Young to confirm any impact this may have on the future presentation of the Company's financial statements. The Appendix 5B appended to this report has been prepared on a fully consolidated basis.

Corporate Structure and Cash on Hand

The corporate structure as at the 30 September 2015 was:

asX: PEK

ordinary shares on issue: 387.1 million

cash at hand: $8 million

52 week range: 6.0c - 9.9c*

market cap: $24.4m (at 6.3c)

unlisted Performance Rights: 8 million#

unlisted options outstanding: 25.6 million# (exercise prices A$0.10 to A$0.55)

Liquidity: 0.112 million shares per day (average over 3 months**)

* From 01 October 2014 to 30 September 2015 ** Average from 1 July 2015 to 30 September 2015 # Some subject to performance and vesting criteria

Darren Townsend Managing Director

The information in this report that relates to Metallurgical Test Work Results based on information compiled and / or reviewed by Gavin Beer who is a Member of The Australasian Institute of Mining and Metallurgy and a Chartered Professional. Gavin Beer is a Consulting Metallurgist with sufficient experience relevant to the activity which he is undertaking to be recognized as competent to compile and report such information. Gavin Beer consents to the inclusion in the report of the matters based on his information in the form and context in which it appears.

The information in this report that relates to Exploration Results is based on information compiled and/or reviewed by Dave Hammond who is a Member of The Australasian Institute of Mining and Metallurgy. Dave Hammond is the Technical Director of the Company. He has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2012 Edition of the 'Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves'. Dave Hammond consents to the inclusion in the report of the matters based on his information in the form and context in which it appears.

summary of mining tenements and areas of interest

As at 30 September 2015

Project/Tenement Held	Location	Tenement Number	Economic Entity's Interest at Quarter End	Change in Economic Entity's Interest During Quarter*
Ngualla	Tanzania	PL6079/2009	87.5%	-12.5%
Mikuwo	Tanzania	PL9157/2013	87.5%	-12.5%

*As noted above, on 27 July 2015, Peak announced the Closing of its financing transaction. As a result, on receipt of the

~A$20million funding, Peak holds an 87.5% beneficial interest in the above two licences with Appian and IFC holding the remaining 12.5% interest at an 80:20 split through equity in Peak African Minerals.

Appendix 5B Mining exploration entity and oil and gas exploration entity quarterly report

Appendix 5B

Rule 5.5

Mining exploration entity and oil and gas exploration entity quarterly report

Introduced 01/07/96 Origin Appendix 8 Amended 01/07/97, 01/07/98, 30/09/01, 01/06/10, 17/12/10, 01/05/2013

Name of entity

Peak Resources Limited

ABN Quarter ended ('current quarter')

72 112 546 700

September 2015

Consolidated statement of cash flows

Cash flows related to operating activities Receipts from product sales and related debtors Payments for (a) exploration & evaluation development production administration Dividends received Interest and other items of a similar nature received Interest and other costs of finance paid Income taxes paid - R&D Tax refund Other (provide details if material) Net Operating Cash Flows		Current quarter $A'000	Year to date (3 months) $A'000
		- (296) (2,291) - (829) - 6 (1,090) - -	- (296) (2,291) - (829) - 6 (1,090) - -
		(4,500)	(4,500)
1.8 1.9 1.10 1.11 1.12 1.13	Cash flows related to investing activities Payment for purchases of: (a) prospects equity investments other fixed assets Proceeds from sale of: (a) prospects equity investments other fixed assets Loans to other entities Loans repaid by other entities Other (provide details if material) - Performance Bonds Net investing cash flows Total operating and investing cash flows (carried forward)	-	-
		-	-
		(9)	(9)
		-	-
		-	-
		-	-
		-	-
		-	-
		45	45
		36	36
		(4,464)	(4,464)

Appendix 5B

Mining exploration entity and oil and gas exploration entity quarterly report

1.13	Total operating and investing cash flows (brought forward)	(4,464)	(4,464)
Cash flows related to financing activities	9,554	9,554
1.14			Proceeds from issues of shares, options, etc.
1.15	Proceeds from sale of forfeited shares	-	-
1.16	Proceeds from borrowings	-	-
1.17	Repayment of borrowings	(8,918)	(8,918)
1.18	Dividends paid	-	-
1.19	Other (provide details if material)
- Payment for Royalty	6,831	6,831
- Issue of Convertible note	2,599	2,599
Net financing cash flows	10,066	10,066
Net increase (decrease) in cash held	5,602	5,602
1.20	Cash at beginning of quarter/year to date	2,944	2,944
1.21	Exchange rate adjustments to item 1.20	(570)	(570)
1.22	Cash at end of quarter	7,976	7,976

Payments to directors of the entity, associates of the directors, related entities of the entity and associates of the related entities

Current quarter $A'000
1.23	Aggregate amount of payments to the parties included in item 1.2	265
1.24	Aggregate amount of loans to the parties included in item 1.10	-
1.25	Explanation necessary for an understanding of the transactions

1.23 includes salaries, directors fees paid to Directors and payments to Steinepreis Paganin Lawyers & Consultants, an entity related to Jonathan Murray

Non-cash financing and investing activities

1. Details of financing and investing transactions which have had a material effect on consolidated assets and liabilities but did not involve cash flows

   
   

   n/a

   
   

2. Details of outlays made by other entities to establish or increase their share in projects in which the reporting entity has an interest

n/a

Appendix 5B Mining exploration entity and oil and gas exploration entity quarterly report

Financing facilities available

Add notes as necessary for an understanding of the position.

Amount available $A'000	Amount used $A'000
-	-
55	55

Estimated cash outflows for next quarter

Exploration and evaluation Development Production Administration	$A'000
	140
	4,051
	-
	923
Total	5,114

Reconciliation of cash

Reconciliation of cash at the end of the quarter (as shown in the consolidated statement of cash flows) to the related items in the accounts is as follows.	Current quarter $A'000	Previous quarter $A'000
Cash on hand and at bank Deposits at call Bank overdraft Other (provide details)	7,932	1,444
	44	1,500
	-	-
	-	-
Total: cash at end of quarter (item 1.22)	7,976	2,944

Appendix 5B

Mining exploration entity and oil and gas exploration entity quarterly report

Changes in interests in mining tenements and petroleum tenements

Tenement reference and location	Nature of interest (note (2))	Interest at beginning of quarter	Interest at end of quarter
Refer Quarterly Activities Report
Refer Quarterly Activities Report

Issued and quoted securities at end of current quarter

Description includes rate of interest and any redemption or conversion rights together with prices and dates.

Total number	Number quoted	Issue price per security (see note 3) (cents)	Amount paid up per security (see note 3) (cents)
7.1	Preference
+securities
(description)
7.2	Changes during
	quarter
	(a) Increases
	through issues
	(b) Decreases
	through returns
	of capital, buy-
	backs,
	redemptions
7.3	+Ordinary	387,181,000	387,181,000	-	Fully Paid
securities
7.4	Changes during	50,134,369	50,134,369	$0.09	Fully Paid
quarter
(a) Increases
through issues -
- Appian & IFC
Financing
transaction
-Exercise of
Performance
Rights	2,500,000	2,500,000	$0.00	Fully Paid
(b) Decreases
through returns
of capital, buy-
backs
7.5	+Convertible debt securities Appian and IFC Convertible notes	343,718,179	-	$0.0076	$0.01

Appendix 5B Mining exploration entity and oil and gas exploration entity quarterly report

7.6	Changes during quarter Increases through issues - Appian and IFC Convertible notes Decreases through securities matured, converted	343,718,179*	-	$0.0076	$0.01
7.7	Options	6,250,000	-	Exercise price	Expiry date
(description and	$0.55			20 February 2017
conversion	150,000	-	$0.55	3 March 2018
factor)	6,383,334	-	$0.10	5 January 2017
6,383,333**	-	$0.15	5 January 2018
6,383,333**	-	$0.20	5 January 2018
- Performance Rights	8,000,000#	-	$0.00	5 January 2018
7.8	Issued during	-	-
quarter
7.9	Exercised during	2,500,000	2,500,000	$0.00	5 January 2018
quarter -
Performance
Rights
7.10	Expired during
quarter
7.11	Debentures (totals only)
7.12	Unsecured notes (totals only)

* 15% convertible notes are convertible prior to maturity on 24 July 2017 into fully paid ordinary shares at a conversion price of A$0.103 per share. If all notes are converted 33,370,698 shares will be issued.

** Options vest subject to length of service criteria

# Performance Rights vest on satisfaction of performance milestones