Placing

20 May 2015

Praetorian Resources Limited

("Praetorian Resources" or the "Company")

Placing

Praetorian Resources announces that it has placed 90,247,000 new Praetorian Resources ordinary shares of no par value ("Ordinary Shares") with new and existing investors at 2.5p per share to raise £2,256,175 before expenses. The funds raised will provide additional working capital for the Company.

Application has been made for the new Ordinary Shares being issued in connection with the Placing to be admitted to trading on AIM which is expected to occur on or around 27 May 2015.

The issue of the New Shares will result in the following changes to the notifiable holders' interests in the Company's shares:

Charles Cannon-Brookes is the Investment manager of Praetorian Resources and serves with Malcolm Burne and Richard Lockwood on the Advisory and Execution team which provide investment advisory services to the Board. In addition, Messrs Cannon-Brookes, Burne and Lockwood each own more than 20% of Arlington Group Asset Management Limited.

By virtue of its size and because they are regarded as investment managers of the Company, the participation of Messrs Cannon-Brookes, Burne and Lockwood falls to be disclosed as a related party transaction under Rule 13 of the AIM Rules for Companies. The Directors, having consulted with the Company's nominated adviser, consider that the terms of their participation in the Placing are fair and reasonable insofar as the Company's shareholders are concerned.

Following admission of the new Ordinary Shares, the Company's enlarged issued share capital will comprise 135,882,936 Ordinary Shares with voting rights. This figure of 135,882,936 Ordinary Shares may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in their interest in, the share capital of the Company under the Disclosure and Transparency Rules.

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