Quarterly Activities Report

For the Period Ended 31 March 2016

SUMMARY

• Marenica and Hanlong agree on restructure of the Convertible Note

• SPP now complete, exceeding targets

• Marenica remains a low cost business, able to survive in tough times

• Testwork on samples from Deep Yellow Namibian Uranium project are progressing well

• New phase of testwork on Toro ore being planned

  Corporate Restructuring

  During the quarter Marenica Energy Limited reached agreement with Hanlong Energy Limited on revised terms for the outstanding Convertible Note ("Note").

  The changes to the terms of the Note include;

• Extension of term until 14th November, 2018

• Conversion Price for Note reduced to $0.58 per share

• Marenica now has the right to repay debt at maturity in shares issued at $0.58 per share or cash

Although it is anticipated that the Note remains in place for the next 2.5 years, at maturity Marenica will have the option to repay the amount outstanding by issuing about 2.8 million shares to Hanlong or cash.

At the General Meeting conducted 5th April 2016 the restructure of the Note was unanimously approved by shareholders, a strong vote of confidence in the restructure outcome.

The agreement to the fixed terms of conversion removes the uncertainty at maturity and gives Marenica the confidence that the Note can be repaid by issuing a pre-determined number of new Marenica shares. This will provide certainty for present shareholders and new investors seeking to become involved in the development and commercialisation of U-pgradeTM.

Marenica would like to acknowledge the support received from Hanlong, not just with this agreement but throughout its significant involvement with the company. All parties realised that the Note in its previous form limited the company accessing capital markets due to the overhang and uncertainty, and that restructuring was necessary to create an investment vehicle attractive to new investors and provide the business with a strong foundation on which to base future capital raisings for the company to prosper.

Capital Raising

Late in the quarter Marenica opened a Share Purchase Plan ("SPP") to allow existing eligible Shareholders to subscribe for new fully paid ordinary shares in the Company.

$506,000 was raised from the SPP, easily exceeding the $400,000 underwritten amount and the maximum that could be raised under ASX Listing Rules and Marenica's SPP authority. The SPP was closed on 15th April 2016 as per the schedule.

Reflecting the strong support for Marenica's patented U-pgradeTM technology, offers for additional investments in Marenica were also received from existing and new investors.

As a result a further $241,008 was raised from share placements at an average subscription price of $0.110 per share ($191,400 at $0.107 and $49,608 at $0.124). The placement was completed under the company's existing placement capacity.

The placement and the SPP together raised $747,008, well in excess of the target for the capital raising of

$500,000.

The SPP capital raising is intended to fund critical development activities during 2016 including:

• Completing significant bench scale testwork on third party ore;

• Strengthening patent protection of Marenica's core technology (U-pgradeTM);

• Confirming funding for the Pilot Plant;

• Negotiating long term commercialisation agreements with resource owners; and

• Building applications and demand for the U-pgradeTM technology outside of the traditional uranium resource owners.

Marenica now has the capital to support these funding activities well into 2017 by which time it is expected many of the commercialisation discussions and pilot plant plans will have reached maturity.

The strong support for and interest in Marenica is evidence of the difference between the potential value of U-pgradeTM and Marenica's current market capitalisation. It also provides confirmation and significant external confidence that the restructure of the terms of the Note were viewed as a positive development for Marenica.

U-pgradeTM has gained real and tangible momentum with investors and shareholders clearly appreciating the potential value it can offer. The company has a clear and achievable strategy to participate in the exciting future in store for Uranium producers.

Working Capital

To continue the company's strategy of conserving valuable capital the company will continue to maintain a flexible and low cost business model.

1. pgradeTM Commercialisation Update

   Deep Yellow testwork program

   Marenica commenced a testwork program with its proprietary U-pgradeTM process technology on uranium samples from Deep Yellow Limited's (ASX:DYL) Tumas project in Namibia.

   Tumas is located in the same region of Namibia as the Marenica project and shares many similar metallurgical characteristics.

   The testwork is being undertaken as part of a Services Agreement and Statement of Work with Deep Yellow Limited and relate principally to a bench scale testwork program to assess the level of amenability of Marenica's proprietary U-pgradeTM process technology to the Tumas bulk samples.

   The program is progressing well with results achieved to date either similar or better than results achieved on Marenica samples. The program is expected to be completed towards the middle of 2016.

   DYL is meeting the total cost of the program, including the extraction and delivery of the samples to the testwork laboratories in Perth.

   The parties have agreed in principle that commercialisation discussions will follow a successful outcome of this testwork program. These discussions will focus on an arrangement in which the Tumas orebody and the U-pgradeTM technology can be commercially combined.

   The successful completion of this testwork is expected to build further industry credibility and generate momentum amongst resource owners to utilise this game changing technology.

   Toro testwork program

   A testwork program, in 2015, aimed at determining the application of U-pgradeTM to Toro Energy Limited (Toro) Wiluna ore produced outstanding results. The first of two stages rejected fine particles causing processing issues whilst the second stage increased the rejected mass, with minor uranium losses in each stage.

   Toro and Marenica are in discussion to plan the next phase of testwork which will focus on producing a concentrate containing less than 5% of the mass.

   With all commercialisation discussions, it is Marenica's priority to make the technology available on terms where its shareholders receive a fair share of the benefits derived by resource owners using U-pgradeTM while ensuring that the resource owner enjoys significant benefits from the application of the technology.

   Discussions continue with other resource owners to demonstrate the benefits of U-pgradeTM and enter into agreements for future testwork and eventually license and commercialisation agreements.

   Corporate

   On 27th April 2016 the Company issued the following shares:

   • A total of 4,728,976 shares at $0.107 each under the SPP.

   • A further 1,788,786 shares under the company's placement capacity at the same price as the SPP.

   • 1,477,066 shares as approved at the company's General Meeting of Shareholders held on 5th April 2016. These Shares were issued at various issue prices equal to the monthly volume weighted average share price for Marenica Shares for each relevant month that the payment relates.

   • 170,349 shares in lieu of fees for consultants out of the company's placement capacity.

   • 400,064 shares under the company's placement capacity at $0.124 per share.

     Full details of the purpose of the issue were included in the Appendix 3B lodged on ASX on 27th April 2016. Gavin Becker resigned from his Non-Executive Director position at Marenica on 31 March 2016.

     He brought a much needed technical focus to the Company with his appointment to the Board on 20th August 2010.

     Gavin was an integral part of the decision to form a Technical Steering Committee (TSC), which developed U-pgradeTM, and shaped the Company's future. He was one of the inaugural members of the TSC and also served as Chairman of this very important committee. Gavin has agreed to continue to contribute to the TSC as a consultant. Gavin's extensive operational and development experience in uranium as well as base and precious metals has been valuable as both a Director and a TSC member.

     The Directors and Management of Marenica thank Gavin for his most valuable contribution to the Company and are pleased he will continue to have technical input into the business.

     TENEMENTS

     The Group holds the following mineral tenements at the end of the September 2015 quarter. Namibia - Marenica Minerals (Pty) Ltd (Marenica 75%)

      EPL3287

     Australia - Marenica Energy Ltd

   • Vic Loc 118; Vic Loc 119 and Vic Loc 833

     ENDS

     For further information please contact: Murray Hill

     CEO - Marenica Energy Limited T: +61 8 6555 1816

     E: [email protected]

     Media Inquiries Ian Howarth Hintons

     Mob: 0407 822 319

     E: [email protected]

     What is U-pgradeTM?

     Marenica has previously developed a beneficiation process, as described in patent number WO 2014/059461, for upgrading uranium from low grade uranium ores. Marenica has developed this potentially disruptive technology on ore samples from the Marenica Project in Namibia. The Company has demonstrated in bench scale testwork that it can concentrate the uranium from its low grade calcrete hosted uranium deposit in Namibia (Marenica). In summary, on that ore, U-pgradeTM has demonstrate that it;

   • Rejects ~98% of the mass prior to leaching

   • Concentrates the uranium by a factor of 50

   • Produces a high grade concentrate in a low mass of ~2% (leach feed)

   • Rejects acid consumers

   • Reduces operating costs by 50-70% and capital costs by 30-50% compared to conventional processing