Castillo Copper : Supplementary Prospectus to withdraw SPP Offer

CASTILLO COPPER

Supplementary Prospectus to withdraw Share

Purchase Plan Offer

LIMITED

ASX Release

23 January 2019

Castillo Copper Limited's ("CCZ" or "the Company") advises that it has withdrawn its offer to eligible shareholders of up to approximately 75,000,000 shares, with one free attaching option for every share subscribed for, at an issue price of $0.02 to raise up to $1,500,000, with each eligible shareholder able to apply for up to 750,000 shares (Offer) made under a prospectus lodged with the Australian Securities and Investments Commission (ASIC) on 18 December 2018 (Prospectus).

CASTILLO COPPER

LIMITED

ACN 137 606 476

A supplementary prospectus was lodged today with ASX and ASIC (Supplementary Prospectus). The Supplementary Prospectus should be read together with the Prospectus.

Level 26

140 St Georges Terrace

Perth WA, 6000

Australia

To effect the withdrawal of the Offer, the Company has brought forward the expiry date of the Prospectus to the date of the Supplementary Prospectus, such date being 23 January 2019. No securities have been issued prior to this date on the basis of the Prospectus and the Company will not issue any securities on the basis of the Prospectus.

Tel: [phone]

Fax: [phone]

Contact:

Alan Armstrong Executive Director

Since the Prospectus was lodged with ASIC on 18 December 2018, the Company believes that eligible shareholders are not able to make a fully informed investment decision whilst the status of its exploration tenements remain uncertain (refer to ASX Announcements dated 27 December 2018 and 14 January 2019) and has decided to withdraw the Offer under the Prospectus. The Company intends to issue a prospectus on the same terms as the Offer once the status of its exploration tenements is known.

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All application moneys will be refunded in full by bank transfer, where a nominated bank account has been provided, or by way of a cheque which will be sent using the applicant's address as specified on their application. The Company will coordinate with the Share Registry to process all cheques and bank transfers by 29 January 2019. As stated in the Prospectus, no interest is payable on refunded application monies.

www.castillocopper.com

Directors / Officers:

Peter Meagher Alan Armstrong

Anyone with questions concerning the refund can contact Tim Slate, the Company Secretary on [phone] or Automic Registry Services, the Company's Share Registry on 1300 288 664 (in Australia) or [phone] (Overseas).

Peter Smith Robert Scott

For and on behalf of Castillo Copper

Issued Capital: 641.6 million shares 84.5 million options

Alan Armstrong Executive Director

ASX Symbol:

CCZ

1

Castillo Copper Limited

ACN 137 606 476

SUPPLEMENTARY PROSPECTUS

IMPORTANT INFORMATION

This is a supplementary prospectus (supplementary prospectus) intended to be read with the prospectus dated 18 December 2018 (prospectus) issued by Castillo Copper Limited ACN 137 606 476 (company).

This supplementary prospectus is dated 23 January 2019 and was lodged with the Australian Securities and Investments Commission (ASIC) on that date. ASIC and its officers take no responsibility for the contents of this supplementary prospectus.

This supplementary propectus should be read together with the propectus. Other than as set out below, all details in relation to the propectus remain unchanged. To the extent of any inconsistency between this supplementary propectus and the propectus, the provisions of this supplementary propectus will prevail. Terms and abbreviations defined in the propectus have the same meaning in this supplementary propectus.

This supplementary prospectus and the prospectus are important documents that should be read in their entirety. If you are in any doubt as to the contents of this supplementary prospectus and the propectus, you should consult your stockbroker, lawyer, accountant or other professional adviser without delay.

REASONS FOR THIS SUPPLEMENTARY PROSPECTUS

The purpose of this supplementary propectus is to notify investors that the company has resolved to withdraw the propectus (and the offers contained therein) and to return application money received from people who applied for securities under the propectus.

EXPIRY OF PROSPECTUS

To effect the withdrawal of the offers, the company has brought forward the expiry date of the propectus to the date of this supplementary propectus, such date being 23 January 2019. No securities have been issued prior to this date on the basis of the propectus, and the company will not issue any securities on the basis of the propectus.

RECENT DEVELOPMENTS SINCE 18 DECEMBER 2018

On 21 December 2018, the NSW Resources Regulator announced that it had suspended operations on exploration licences held by the company's subsidiaries Total Minerals Pty Ltd and Total Iron Pty Ltd (holders of exploration licences EL 8625 and EL 8635 respectively) pursuant to which exploration activity at the company's Cangai Copper project will be suspended pending rectification of complianceissues identified by the Resources Regulator during a recent inspection. Until such time as the Resources Regulator is satisfied with the company's response to those concerns, and the suspension of the licences has been lifted, the directors believe that the offers may no longer be attractive to investors and have decided to withdraw the offers.

PROCESS FOR REFUND OF APPLICATION MONEYS

In order to quickly return application moneys to applicants, for those investors who subscribed for shares under the propectus through the company's share registry, payment of the refund will be made to the account recorded on the share register.

If no account is in place, bank account name, BSB and account number can be provided by 5:00pm on 25 January 2019 by fax to [phone] or scan and e-mail (with a signature) [e-mail]. If bank account details are not provided prior to this date, payment of the refund will be made by way of a cheque which will be sent to the applicant's address as specified on their application. The company will coordinate with the share registry to process all cheques and bank transfers by 29 January 2019.

Anyone with questions concerning the refund can contact the company on [phone] or by contacting the share registry on 1300 288 664 (in Australia) or [phone] (Overseas).

CONSENT OF DIRECTORS

This supplementary propectus is issued by the company and its issue has been authorised by a resolution of the directors. In accordance with section 720 of the Corporations Act, each director has consented to the

lodgement of this supplementary propectus with ASIC.

Mr Alan Armstrong

Executive Director

for and on behalf of

Castillo Copper Limited

23 January 2019