Talga Resources : Listed and Unlisted Options Expiry - Appendix 3B

ASX Release 2 January 2019

ASX:TLG

Listed and Unlisted Options Expiry

Talga Resources Ltd ("the Company")(ASX:TLG) provides an update on the listed (TLGOA) and unlisted $0.45 options exercisable on or before 31 December 2018.

Of the 44,920,582 TLGOA options issued under the 2016 Non Renounceable Rights Issue (ASX:TLG 20 Jun, 2016) a total of 1,892,061 were exercised on or before the 31 December 2018 expiry date, raising gross proceeds of $851,427.45.

In addition to the above the Company advises that of the 8,892,754 unlisted options, exercisable at $0.45 on or before 31 December 2018, 62,500 were exercised raising gross proceeds of $28,125.

The Company now has the following issued securities;

Ordinary Shares (TLG) 218,192,650

Unlisted Options* 17,892,963

* The unlisted options have been issued to employees, staff, management and contractors with various option expiry dates.

Attached is the ASX Appendix 3B for the final exercised listed options and corresponding issue of ordinary shares.

Yours faithfully

Dean Scarparolo Company Secretary Talga Resources Ltd T: + 61 (08) 9481 6667

Talga Resources Ltd ABN 32 138 405 419 ASX: TLG & TLGOA

Germany: TGX USA: TLGRF

1st Floor, 2 Richardson St, West Perth 6005 Australia

Page 1

E:[e-mail]: [phone] F: [phone] W:www.talgaresources.com

Appendix 3B

New issue announcement

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement, 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

TALGA RESOURCES LTD

ABN 32 138 405 419

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).

1

+Class of +securities issued or to be issued

Ordinary Shares.

2

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

118,000

3

Principal terms of the +securities (e.g. 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)

Fully paid ordinary shares.

+ See chapter 19 for defined terms.

04/03/2013

Appendix 3B Page 1

Appendix 3B

New issue announcement

4

Do the +securities rank equally in all respects from the +issue date 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

5

Issue price or consideration

Yes.

$53,100.00

6

Purpose of the issue

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

6aIs 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

6bThe date the security holder resolution under rule 7.1A was passed

Exercise of 118,000 listed options.

Yes

26 November 2018

6cNumber of +securities issued without security holder approval under rule 7.1

Nil

6dNumber of +securities issued with security holder approval under rule 7.1A

Nil

+ See chapter 19 for defined terms.

Appendix 3B Page 2

Appendix 3B

New issue announcement

6eNumber of +securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting)

Nil

6fNumber of +securities issued under an exception in rule 7.2

118,000 Ordinary Shares (Exception 4 - an issue on conversion of convertible securities)

6gIf +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

6hIf +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

6iCalculate the entity's remaining issue capacity under rule 7.1 and rule 7.1A - complete Annexure 1 and release to ASX Market Announcements

Listing rule 7.1 - 32,728,897 Listing rule 7.1A - 21,819,265 See Annexure 1 for details

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.

8

Number and +class of all +securities quoted on ASX

(including the +securities in section 2 if applicable)

2 January 2019

Number	+Class
218,192,650	Ordinary fully paid shares

+ See chapter 19 for defined terms.

04/03/2013

Appendix 3B Page 3

Appendix 3B

New issue announcement

9

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

Number

+Class

2,500,000 592,963 2,000,000 1,500,000 2,500,000 1,000,000 1,500,000 1,300,000 1,000,000 2,000,000 2,000,000

Unlisted $0.54 options, expiring 23 June 2019 Unlisted $0.54 options, expiring 20 August 2019 Unlisted $0.42 options, expiring 3 May 2019 Unlisted $0.42 options, expiring 7 July 2019 Unlisted $0.35 options, expiring 10 August 2019 Unlisted $0.54 options, expiring 26 March 2020 Unlisted $1.02 options, expiring 10 August 2020 Unlisted $Nil options, expiring 10 August 2020 Unlisted $0.54 options, expiring 17 December 2020 Unlisted $0.60 options, expiring 8 February 2020 Unlisted $1.00 options, expiring 10 May 2020

10

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

Part 2 - Pro rata issue

11 12

Is security holder approval required?

Is the issue renounceable or non-renounceable?

N/AN/A

N/A

13

Ratio in which the +securities be offered

will N/A

14

+Class of +securities to which the offer relates

N/A

15

+Record entitlementsdatetodetermine N/A

+ See chapter 19 for defined terms.

Appendix 3B Page 4