Prospect Resources : Addendum to Notice of Extraordinary General Meeting

ASX.PSC FRA.5E8

ASX ANNOUNCEMENT

11 July 2022

For personal use only

Letter to Shareholders and Proxy Form in relation to Addendum to Notice of Extraordinary General Meeting

Prospect Resources Limited (ASX: PSC, FRA:5E8) (Prospect or the Company) has today despatched the following Letter to Shareholders and Replacement Proxy Form in relation to an Addendum to Notice of Extraordinary General Meeting ("Addendum") which is also included below.

The Addendum should be read in conjunction with the original Notice of Extraordinary General Meeting which was originally despatched to Shareholders on 17 June 2022.

Authorise for release by the Board of Directors.

For further information, please contact:

Sam Hosack	Nicholas Rathjen
Managing Director	Head of Corporate Development
[e-mail]	[e-mail]

Prospect Resources Limited ACN 124 354 329 Level 2, 33 Richardson Street. West Perth WA 6005 E: [e-mail] W: prospectresources.com.au

ASX.PSC FRA.5E8

For personal use only

11 July 2022

Dear Shareholder,

Addendum to Notice of Extraordinary General Meeting -

Letter to Shareholders

On 17 June 2022, Prospect Resources Limited (ASX: PSC) ("Prospect Resources Limited" or the

"Company") despatched a Notice of Meeting ("Notice") to Shareholders advising that an Extraordinary General Meeting ("EGM") would be held at 10.30AM (Perth time) on Monday, 18 July 2022 at Level 2, 40 Kings Park Road, West Perth 6005.

The EGM is convened for Shareholders to consider a capital reduction which forms part of an overall cash distribution of $0.96 per fully paid ordinary share.

Following receipt of advice from the ATO and to allow shareholders to have sufficient time to consider the additional information, the Company is issuing an Addendum to the Notice ("Addendum") which makes the following amendments to the Notice:

• THE AMENDMENT OF THE AMOUNT OF THE PROPOSED CAPITAL REDUCTION FROM
  A$0.19 PER SHARE TO A$0.17 PER SHARE. However, the Company maintains its intention to distribute A$0.96 per share, and the Directors have resolved to amend the amount of the special dividend from A$0.77 per Share to A$0.79 per share, so that if the capital reduction is approved at the EGM, the total amount of the cash distribution will remain unchanged, being A$0.96 per share
• THE RESCHEUDLING OF THE EXTRAORDINARY GENERAL MEETING TO:

Time of the meeting: 10.30 am (Perth time)

Date of the meeting: Friday, 22 July 2022

Place of the meeting: Level 2, 40 Kings Park Road, West Perth, Western Australia 6005

Further detail on these amendments can be found in the Addendum. The Addendum is supplemental to the original Notice and should be read in conjunction with the original Notice. In accordance with section 110D of the Corporations Act 2001, the Company will only be dispatching physical copies of the Addendum to Shareholders that have elected to receive Notices of Meeting in physical form. The Addendum is being made available to Shareholders electronically and can be viewed and downloaded online from the Company's website at: https://www.prospectresources.com.au/announcements.

THE BOARD OF DIRECTORS UNANIMOUSLY RECOMMEND THAT YOU VOTE IN FAVOUR OF THE RESOLUTION TO BE CONSIDERED AT THE EGM

Replacement Proxy Forms

As a result of the postponement of the EGM, The Company advises that a replacement proxy form is attached to the Addendum and this letter ("Replacement Proxy Form").

Prospect Resources Limited ACN 124 354 329 Level 2, 33 Richardson Street. West Perth WA 6005 E: [e-mail] W: prospectresources.com.au

To ensure clarity of voting instructions by Shareholders on the Resolution, Shareholders are advised that the Proxy Form previously dispatched to Shareholders remains unchanged notwithstanding the issue of the Addendum. Shareholders are advised that:

only		a) if you have already completed and returned the Proxy Form which was provided with the
	original Notice of Meeting and you wish to change your vote, you must complete and submit the
		Replacement Proxy Form;
		b) if you have already completed and submitted the Proxy Form which was provided with the
		original Notice of Meeting and you do not wish to change your vote, you do not need to take any
		action as the earlier submitted Proxy Form will be accepted by the Company unless you submit
		a Replacement Proxy Form; and
use		c) if you have not yet completed and returned a Proxy Form and you wish to vote on the
	Resolution by proxy, please complete and submit the Replacement Proxy Form.
The business of the EGM affects your shareholding, and your vote is important.
	To vote in person, attend the EGM on the date and at the place set out above.
	To vote by proxy please use one of the following methods:
personal		Online	Lodge the Proxy Form online athttps://investor.automic.com.au/#/loginsahby
		following the instructions: Log into the Automic website using the holding details as
		shown on the Proxy Form. Click on 'View Meetings' - 'Vote'. To use the online
			lodgement facility, Shareholders will need their holder number (Securityholder
			Reference Number (SRN) or Holder Identification Number (HIN)) as shown on the
			front of the Proxy Form.
		By post	Completing the enclosed Proxy Form and posting it to:
			Automic, GPO Box 5193, Sydney NSW 2001
		By hand	Completing the enclosed Proxy Form and delivering it by hand to:
			Automic, Level 5, 126 Phillip Street, Sydney NSW 2000
	Your Proxy instruction must be received not later than 48 hours before the commencement of the
	Meeting. Proxy Forms received later than this time will be invalid.
For	The Chair intends to vote all open proxies in favour of the resolution, where permitted.
Yours Faithfully,

Sam Hosack

Managing Director

Page 2 of 2

For personal use only

PROSPECT RESOURCES LIMITED

ACN 124 354 329

Addendum to Notice of Extraordinary General Meeting

FOR THE AMENDMENT OF THE AMOUNT OF THE PROPOSED CAPITAL REDUCTION FROM A$0.19 PER SHARE TO A$0.17 PER SHARE

THE BOARD OF DIRECTORS HAVE RESOLVED TO AMEND THE AMOUNT OF THE SPECIAL DIVIDEND FROM A$0.77 TO A$0.79 PER SHARE

IF THE CAPITAL REDUCTION IS APPROVED BY SHAREHOLDERS, THE TOTAL AMOUNT OF THE CASH DISTRIBUTION TO ELIGIBLE SHAREHOLDERS WILL REMAIN UNCHANGED, BEING A$0.96 PER SHARE

THE BOARD OF DIRECTORS HAVE RESOLVED TO RESCHEUDLE THE EXTRAORDINARY GENERAL MEETING TO:

Time of the meeting:	10.30 am (Perth time)
Date of the meeting:	Friday, 22 July 2022
Place of the meeting:	Level 2, 40 Kings Park Road, West Perth, Western Australia 6005

THE BOARD OF DIRECTORS UNANIMOUSLY RECOMMEND THAT YOU VOTE IN FAVOUR OF THE RESOLUTION TO BE CONSIDERED AT THE EGM

This Addendum to Notice of Meeting is supplemental to the original Notice of Meeting dated 17 June 2022 and should be read in conjunction with the original Notice of Meeting. If Shareholders are in doubt as to how they should vote, they should seek advice from their professional advisers prior to voting. Should you wish to discuss the matters in this Addendum Notice of Meeting of the Notice of Meeting please do not hesitate to contact the Joint Company Secretary on [phone].

Prospect Resources | Extraordinary General Meeting - Notice of Meeting and Explanatory Memorandum

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For personal use only

ADDENDUM TO NOTICE OF EXTRAORDINARY GENERAL MEETING

Prospect Resources Limited (ACN 124 354 329) (Company), hereby gives notice to Shareholders of the Company that, in relation to the Notice of Extraordinary General Meeting dated 17 June 2022 (Notice of Meeting) in respect of an extraordinary general meeting of Shareholders originally scheduled on Monday, 18 July 2022, the Directors have determined to (a) reschedule the EGM to 10.30am (Perth time) on Friday, 22 July 2022at Level 2, 40 Kings Park Road, West Perth 6005; and

1. amend the Resolution in the Notice of Meeting, by issuing this addendum to the Notice of Extraordinary General Meeting (Addendum).

General

Definitions in the Notice of Meeting have the same meaning in this Addendum.

This Addendum is supplemental to the original Notice and should be read in conjunction with the original Notice of Meeting. Save for the amendments set out below, the information in the the Notice of Meeting, including the Explanatory Memorandum, remains unchanged.

The Notice of Meeting and this Addendum are also available for you to view and download on the Company's website at https://www.prospectresources.com.au/announcements.

If Shareholders are in doubt as to how they should vote, they should seek advice from their professional advisors prior to voting. Should you wish to discuss the matters set out in this Addendum, please do not hesitate to contact the Joint Company Secretary on [phone].

Replacement Proxy Forms

As a result of the postponement of the EGM, the Company advises that a replacement proxy form is attached to this Addendum (Replacement Proxy Form).

To ensure clarity of voting instructions by Shareholders on the Resolution, Shareholders are advised that:

1. if you have already completed and returned the Proxy Form which was provided with the original Notice of Meeting and you wish to change your vote, you must complete and submit the Replacement Proxy Form attached to this Addendum;
2. if you have already completed and submitted the Proxy Form which was provided with the original Notice of Meeting and you do not wish to change your vote, you do not need to take any action as the earlier submitted Proxy Form will be accepted by the Company unless you submit a Replacement Proxy Form; and
3. if you have not yet completed and returned a Proxy Form and you wish to vote on the Resolution by proxy, please complete and submit the Replacement Proxy Form attatched to this Addendum.

Please refer to page 3 of the Notice of Meeting for information on how to vote by proxy (including voting online). Your Proxy Form must be received not later than 48 hours before the commencement of the Meeting. Proxy Forms received later than this time will be invalid.

Prospect Resources | Extraordinary General Meeting - Addendum to Notice of Meeting

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