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
Piedmont Lithium Limited

ABN
50 002 664 495

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
8,939,854
     
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)
Ordinary fully paid shares












+ See chapter 19 for defined terms.
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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
Yes
     
5
Issue price or consideration
(a)    7,515,107 - A$0.05 each, pursuant to the cashless exercise facility as approved by shareholders on 8 October 2019
(b)    253,581 - A$0.08 each, pursuant to the cashless exercise facility as approved by shareholders on 8 October 2019
(c)    1,171,166 - A$0.10 each, pursuant to the cashless exercise facility as approved by shareholders on 8 October 2019
     
6
Purpose of the issue
(If issued as consideration for the acquisition of assets, clearly identify those assets)
(a)    Exercise of 14,000,000 unlisted incentive options exercisable at A$0.05 each and expiring on 31 December 2019, pursuant to the cashless exercise facility as approved by shareholders on 8 October 2019
(b)    Exercise of 1,000,000 unlisted incentive options exercisable at A$0.08 each and expiring on 31 December 2019, pursuant to the cashless exercise facility as approved by shareholders on 8 October 2019
(c)    Exercise of 16,500,000 unlisted incentive options exercisable at A$0.10 each and expiring on 31 December 2019, pursuant to the cashless exercise facility as approved by shareholders on 8 October 2019







+ See chapter 19 for defined terms.
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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
Yes
     
6b
The date the security holder resolution under rule 7.1A was
passed
14 November 2019
     
6c
Number of +securities issued
without security holder approval under rule 7.1
Not applicable
     
6d
Number   of   +securities  issued
with   security   holder approval
under rule 7.1A
Not applicable
     
6e
Number   of   +securities  issued
with security holder approval under rule 7.3, or another specific security holder approval
(specify date of meeting)
Not applicable
     
6f
Number of +securities issued
under an exception in rule 7.2
8,939,854
     
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.
Not applicable
     
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
Not applicable
     
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
Rule 7.1 – 120,448,030 Rule 7.1A – 82,432,020





+ See chapter 19 for defined terms.
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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.
20 December 2019
     
   
Number
+Class
8
Number and +class of all
+securities quoted on ASX (including the +securities in section 2 if applicable)
824,320,206
Ordinary Shares
     Number  +Class
  9
Number   and   +class   of all
+securities not quoted on ASX  (including  the
+securities in section 2 if applicable)
 
16,500,000
 
Incentive options exercisable at A$0.15
each, expiring on 31 December 2019
  6,000,000  
Incentive options exercisable at $0.10
each on or before 10 July 2020
 
6,000,000
 
Incentive options exercisable at A$0.12
each on or before 10 January 2021
 
6,000,000
 
Incentive options exercisable at A$0.16
each on or before 10 July 2021
 
6,000,000
 
Incentive options exercisable at A$0.24
each on or before 10 July 2022
 
400,000
 
Incentive options exercisable at A$0.22
each on or before 31 July 2021
 
400,000
 
Incentive options exercisable at A$0.26
each on or before 31 July 2021
 
400,000
 
Incentive options exercisable at A$0.28
each on or before 31 July 2021
 
1,300,000
 
Incentive options exercisable at A$0.15
each on or before 30 June 2020
 
1,300,000
 
Incentive options exercisable at A$0.20
each on or before 30 June 2020
 
1,500,000
 
Incentive options exercisable at A$0.15
each on or before 30 June 2021
 
1,500,000
 
Incentive options exercisable at A$0.20
each on or before 30 June 2022
 
4,175,000
 
Incentive options exercisable at A$0.25
each on or before 30 June 2020
 
2,875,000
 
Incentive options exercisable at A$0.35
each on or before 31 December 2020
 
50,000
 
Performance share rights which are
subject                to        various                performance
conditions to be satisfied prior to 31
December 2020


+ See chapter 19 for defined terms.
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10
Dividend policy (in the case of a trust, distribution policy) on the increased capital
(interests)
Not applicable

Part 2 - Pro rata issue

11
Is    security                holder required?
approval
Not applicable
     
12
Is the issue renounceable or non- renounceable?
Not applicable
     
13
Ratio in which the will be offered
+securities
Not applicable
     
14
+Class of +securities to which the
offer relates
Not applicable
     
15
+Record                            date  to
entitlements
determine
Not applicable
     
16
Will holdings on different registers (or subregisters) be aggregated for calculating entitlements?
Not applicable
     
17
Policy for deciding entitlements
in relation to fractions
Not applicable
     
18
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.
Not applicable
     
19
Closing                          date                      for  receipt  of acceptances or renunciations
Not applicable
     
20
Names of any underwriters
Not applicable
     
21
Amount of any underwriting fee or commission
Not applicable
     
22
Names of any brokers to the issue
Not applicable


+ See chapter 19 for defined terms.
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23
Fee or commission payable to
the broker to the issue
Not applicable
     
24
Amount of any handling fee payable to brokers who lodge acceptances or renunciations on
behalf of security holders
Not applicable
     
25
If   the   issue   is   contingent on
security   holders’   approval, the
date of the meeting
Not applicable
     
26
Date entitlement and acceptance form and offer documents will be sent to persons entitled
Not applicable
     
27
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
Not applicable
     
28
Date rights trading will begin (if
applicable)
Not applicable
     
29
Date rights trading will end (if
applicable)
Not applicable
     
30
How do security holders sell their entitlements in full through a broker?
Not applicable
     
31
How do security holders sell part of their entitlements through a broker and accept for the
balance?
Not applicable
     
32
How do security holders dispose of their entitlements (except by sale through a broker)?
Not applicable
     
33
+Issue date
Not applicable








+ See chapter 19 for defined terms.
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Part 3 - Quotation of securities
You need only complete this section if you are applying for quotation of securities

34
Type of +securities (tick one)
(a)                                       
+Securities described in Part 1
     (b)
All other +securities
Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible
securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

35
If the +securities are +equity securities, the names of the 20 largest holders of the additional +securities, and the number and percentage of additional +securities held by those holders

36
If the +securities are +equity securities, a distribution schedule of the additional
+securities setting out the number of holders in the categories 1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 and over

37
A copy of any trust deed for the additional +securities

Entities that have ticked box 34(b)

38
Number of +securities for which
+quotation is sought
Not applicable
     
39
+Class of +securities for which
quotation is sought
Not applicable


+ See chapter 19 for defined terms.
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40
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
Not applicable
 
       
41
Reason for request for quotation now
Example: In the case of restricted securities, end of restriction period
 
(if issued upon conversion of another +security, clearly identify
that other +security)
Not applicable
 
       
   
Number
+Class
42
Number                and        +class            of      all
+securities                                      quoted  on  ASX (including the +securities in clause
38)
Not applicable
 

+ See chapter 19 for defined terms.
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Quotation agreement

1            +Quotation of our additional +securities is in ASX’s absolute discretion. ASX
may quote the +securities on any conditions it decides.

2
We warrant the following to ASX.

The issue of the +securities to be quoted complies with the law and is not for an illegal purpose.

There is no reason why those +securities should not be granted
+quotation.

An offer of the +securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.
Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any +securities to be quoted and that no-one has any right to return any +securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the +securities be quoted.

If we are a trust, we warrant that no person has the right to return the
+securities to be quoted under section 1019B of the Corporations Act at the time that we request that the +securities be quoted.

3
We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.

4
We give ASX the information and documents required by this form. If any information or document is not available now, we will give it to ASX before
+quotation of the +securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

Sign here:                                ..................................................                                                                  Date: 20 December 2019
(Director/Company secretary)

Print name:                                Gregory Swan

== == == == ==



+ See chapter 19 for defined terms.
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Appendix 3B – Annexure 1
Calculation of placement capacity under rule 7.1 and rule 7.1A for eligible entities
Introduced 01/08/12 Amended 04/03/13

Part 1

Rule 7.1 – Issues exceeding 15% of capital
Step 1: Calculate “A”, the base figure from which the placement capacity is calculated
Insert number of fully paid +ordinary securities on issue 12 months before the +issue date or date of agreement to issue
666,821,261
Add the following:
 
•Number of fully paid +ordinary securities issued in that 12 month period under an exception in rule 7.2
 
•Number of fully paid +ordinary securities issued in that 12 month period with shareholder approval
•Number of partly paid +ordinary securities that became fully paid in that 12 month period
 
Note:
Include only ordinary securities here – other classes of equity securities cannot be added
Include here (if applicable) the securities the subject of the Appendix 3B to which this form is annexed
It may be useful to set out issues of
securities on different dates as separate line items
3,409,091 shares (1 February 2019)
 
150,000 shares (1 February 2019)
 
145,000,000 shares (10 July 2019)
 
8,939,854 shares (19 December 2019)
Subtract the number of fully paid +ordinary securities cancelled during that 12 month period
0
“A”
824,320,206


+ See chapter 19 for defined terms.
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Step 2: Calculate 15% of “A”
“B”
0.15
 
[Note: this value cannot be changed]
Multiply “A” by 0.15
123,648,030
Step 3: Calculate “C”, the amount of placement capacity under rule 7.1 that has already been used
Insert number of +equity securities issued or agreed to be issued in that 12 month period not counting those issued:
 
•Under an exception in rule 7.2
 
•Under rule 7.1A
 
•With security holder approval under rule 7.1 or rule 7.4
 
Note:
This applies to equity securities, unless specifically excluded – not just ordinary securities
Include here (if applicable) the securities the subject of the Appendix 3B to which this form is annexed
It may be useful to set out issues of securities on different dates as separate line
items
3,200,000 options (10 May 2019)
“C”
3,200,000
Step 4: Subtract “C” from [“A” x “B”] to calculate remaining placement capacity under rule 7.1
“A” x 0.15
 
Note: number must be same as shown in Step 2
123,648,030
Subtract “C”
 
Note: number must be same as shown in Step 3
3,200,000
Total [“A” x 0.15] – “C”
120,448,030
 
[Note: this is the remaining placement capacity under rule 7.1]


+ See chapter 19 for defined terms.
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Part 2

Rule 7.1A – Additional placement capacity for eligible entities
Step 1: Calculate “A”, the base figure from which the placement capacity is calculated
“A”
 
Note: number must be same as shown in Step 1 of Part 1
824,320,206
Step 2: Calculate 10% of “A”
“D”
0.10
 
Note: this value cannot be changed
Multiply “A” by 0.10
82,432,020
Step 3: Calculate “E”, the amount of placement capacity under rule 7.1A that has already been used
Insert number of +equity securities issued or agreed to be issued in that 12 month period under rule 7.1A
 
Notes:
This applies to equity securities – not just ordinary securities
Include here – if applicable – the securities the subject of the Appendix 3B to which this form is annexed
Do not include equity securities issued under rule 7.1 (they must be dealt with in Part 1), or for which specific security holder approval has been obtained
It may be useful to set out issues of securities on different dates as separate line items
0
“E”
0
Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A
“A” x 0.10
 
Note: number must be same as shown in Step 2
82,432,020
Subtract “E”
 
Note: number must be same as shown in Step 3
0
Total [“A” x 0.10] – “E”
82,432,020
 
Note: this is the remaining placement capacity under rule 7.1A


+ See chapter 19 for defined terms.
Appendix 3B Page 12
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December 20, 2019

Notice under Section 708A:
Piedmont Lithium Limited (the "Company") has today issued 8,939,854 fully paid ordinary shares. The issued securities are part of a class of securities quoted on the Australian Securities Exchange ("ASX").
The Company hereby notifies ASX under paragraph 708A(5)(e) of the Corporations Act 2001 (Cwth) (the "Act") that:
1.
the Company issued the securities without disclosure to investors under Part 6D.2 of the Act;
2.
as at the date of this notice, the Company has complied with the provisions of Chapter 2M of the Act as they apply to the Company, and section 674 of the Act; and
3.
as at the date of this notice, there is no information that is “excluded information” within the meaning of sections 708A(7) and 708A(8) of the Act.






















1