Appendix 3B

New issue announcement,

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

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: SANDFIRE RESOURCES NL

ABN: 55 105 154 185

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).

Performance rights.

1 +Class of +securities issued or to be issued

251,684

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

   
   

   On vesting, each performance right entitles the holder to one fully paid ordinary share.

   
   

   Vesting of the performance rights is subject to satisfaction of performance conditions and otherwise subject to the rules of the SFR NL Long Term Incentive Plan.

   
   

   The performance conditions will measure SFR NL's total shareholder return performance against a comparator group of companies over the performance period, being 1 July 2015 to 30 June 2018.

   
   

   Performance rights that vest may be exercised without payment of an exercise price. The performance rights will expire on 1 July 2018. Rights that do not vest will lapse.

2. Principal terms of the +securities (eg, 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).

   
   

   No - the performance rights do not carry the right to vote, receive dividends or any other rights of an ordinary shareholder.

   
   

   If the performance rights vest in accordance with their terms, holders will receive one fully paid ordinary share for each vested right.

3. Do the +securities rank equally in all respects from the date of allotment 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

     
     

     The performance rights were issued for nil consideration.

     
     

     The number of performance rights granted was calculated based on the Volume Weighted Average Price (VWAP) for SFR NL shares traded during the 5 trading days immediately prior to the grant date, being 20 April 2015. The VWAP was $4.3706 per share.

4. Issue price or consideration

   The issue of the performance rights was made to Mr Simich under the SFR NL Long Term Incentive Plan approved by shareholders at the AGM held 18 November 2015.

5. Purpose of the issue

(If issued as consideration for the acquisition of assets, clearly identify those assets)

No.

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

N/A.

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.

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

N/A.

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.

N/A.

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

N/A.

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

The performance rights were allotted on 18 November 2015.

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.

1. Number and +class of all +securities quoted on ASX (including the securities in clause 2 if applicable)

   
   

2. Number and +class of all +securities not quoted on ASX (including the securities in clause 2 if applicable)

   
   

   The Company does not have a dividend policy.

3. Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)

   Part 2 - Bonus issue or pro rata issue

4. Is security holder approval required?

   
   

5. Is the issue renounceable or non- renounceable?

   
   

6. Ratio in which the +securities will be offered

14 +Class of +securities to which the offer relates

15 +Record date to determine entitlements

1. Will holdings on different registers (or subregisters) be aggregated for calculating entitlements?

   
   

2. Policy for deciding entitlements in relation to fractions

   
   

3. Names of countries in which the entity has security holders who will not be sent new offer documents

   Note: Security holders must be told how their entitlements are to be dealt with.

   Cross reference: rule 7.7.

   
   

4. Closing date for receipt of acceptances or renunciations

   
   

5. Names of any underwriters

6. Amount of any underwriting fee or commission

   
   

7. Names of any brokers to the issue

8. Fee or commission payable to the broker to the issue

   
   

9. Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of security holders

   
   

10. If the issue is contingent on security holders' approval, the date of the meeting

    
    

11. Date entitlement and acceptance form and prospectus or Product Disclosure Statement will be sent to persons entitled

    
    

12. If the entity has issued options, and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders

    
    

13. Date rights trading will begin (if applicable)