Resolute Mining Regulatory News (RSG)

23 January 2020

Resolute Mining Limited

("Resolute" or the "Company")

Tranche 1 Institutional Placement Completed

NOT FOR RELEASE IN THE UNITED STATES

Resolute Mining Limited (ASX/LSE: RSG, Resolute or the Company) is pleased to announce the successful completion of the fully underwritten Tranche 1 Institutional Placement to raise A$146 million conducted as part of the Company's Equity Raising of up to A$196 million (see ASX Announcement dated 21 January 2020).

The Company's Equity Raising of up to A$196 million comprises:

·; the completed Tranche 1 Institutional Placement to raise A$146 million;

·; the Tranche 2 Placement to raise A$25 million with shares to be issued to Resolute's largest shareholder, the ICM Limited Group, and to Resolute's Directors, subject to Resolute shareholder (Shareholder) approval at the Company's Extraordinary General Meeting expected to be held on 27 February 2020; and

·; a Share Purchase Plan (SPP) offered to Resolute shareholders residing in Australia and New Zealand, subject to an individual limit of A$30,000, to raise up to A$25 million in total.

The completed Tranche 1 Institutional Placement will result in the issue of approximately 132.7 million new ordinary shares in Resolute (Tranche 1 Institutional Placement Shares) using the Company's available placement capacity under ASX Listing Rule 7.1. These shares will be issued at a price of A$1.10 per share which represents a:

·; 6.4% discount to the closing price on Monday 20 January 2020 of Resolute shares of A$1.175; and

·; 7.0% discount to Resolute's 5-day trading Volume Weighted Average Price (VWAP) of A$1.183.

Settlement of the Tranche 1 Institutional Placement is expected to occur on Wednesday, 29 January 2020, with the Tranche 1 Institutional Placement Shares to be allotted and commence trading on the ASX on Thursday, 30 January 2020. All shares issued will rank pari passu with Resolute's existing shares.

The Equity Raising proceeds are intended to be used, subject to consent from Resolute's bankers, to fully repay the US$130 million Toro Gold bridge facility which was provided by Taurus Funds Management Pty Limited (see ASX Announcement dated 31 July 2019). The facility attracts an interest rate of 9% per annum and is due for repayment on 31 January 2020.

Managing Director and CEO, Mr John Welborn, said: "We welcome the overwhelming support that has enabled the successful close of our A$146 million placement. Resolute received an exceptional level of interest from both new and existing institutional investors across Europe and Australia which saw the book many times oversubscribed. The heavily supported equity raise is an important endorsement of the Company's strategy and vision to create a leading innovative and responsible mid-tier African gold producer."

Share Purchase Plan to raise up to A$25 million

Resolute will offer all eligible existing Shareholders (including retail Shareholders) who were on Resolute's share register at 4.00pm (AWST) on Monday, 20 January 2020 with registered addresses in Australia or New Zealand the opportunity to apply for new Resolute shares through an SPP without brokerage fees.

The application for new shares under the SPP will be capped at the statutory maximum allowed of A$30,000 per eligible Shareholder. The SPP offer period will open on Monday, 3 February 2020 and close at 2:00pm (AWST) on Thursday, 20 February 2020, subject to Resolute's discretion to amend these dates. Shares issued under the SPP will rank equally with Resolute's existing shares with effect from their issue and will be offered at A$1.10 per share, the same price as the Tranche 1 Institutional Placement and the Tranche 2 Placement.

The terms and conditions of the SPP will be set out in an SPP Offer Booklet and despatched to eligible Resolute Shareholders by their preferred method of contact as well as a separate announcement to the ASX in due course. Participation in the SPP is optional and Resolute reserves the right to scale back any applications under the SPP.

Additional Information

Further information regarding the Equity Raising is contained in the Resolute Investor Presentation dated 21 January 2020 which is available on the Company's website (www.rml.com.au). Nothing contained in this announcement constitutes investment, legal, tax or other advice. You should seek appropriate professional advice before making any investment decision.

Contact Information

About Resolute

Resolute is a successful, dividend paying gold miner with more than 30 years of experience as an explorer, developer and operator of gold mines in Australia and Africa which have produced more than 8 million ounces of gold. The Company trades on the Australian Securities Exchange (ASX) and the London Stock Exchange (LSE) under the ticker RSG.

Resolute has a Global Mineral Resource base of more than 18 million ounces of gold. Its flagship asset is the world class Syama Gold Mine in Mali which can produce more than 300,000 ounces of gold per annum from existing processing infrastructure. Resolute has commissioned the world's first fully automated underground mine at Syama which will deliver a low cost, large scale operation with a mine life beyond 2032. The Mako Gold Mine in Senegal is a high quality, low cost asset with average annual production of approximately 140,000 ounces of gold. A binding agreement has been entered into to sell the Ravenswood Gold Mine for up to A$300 million. A strategic review is currently underway to Bibiani Gold Mine in Ghana.

Resolute's guidance for FY20 has been set at production of 500,000 ounces of gold at an AISC of US$980 per ounce. FY20 Guidance will be revised once the sale of Ravenswood has been finalised.

This announcement has been prepared for publication in Australia and may not be released to US wire services or distributed in the United States. This announcement does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United States or any other jurisdiction. Any securities described in this announcement have not been, and will not be, registered under the US Securities Act of 1933 and may not be offered or sold in the United States except in transactions exempt from, or not subject to, registration under the US Securities Act and applicable US state securities laws.

The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulation (MAR). Upon the publication of this announcement via a Regulatory Information Service (RIS), this inside information is now considered to be in the public domain.

Authorised by Mr John Welborn, Managing Director & CEO