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UCL Resources Ltd, Third Supplementary Target's Statement

In response to the Offer by Mawarid Mining LLC (Mawarid) to acquire all of your ordinary Shares in UCL Resources Limited ACN 002 118 872 (UCL)

1 Introduction

This document (Third Supplementary Target’s Statement) is a supplementary target’s statement under section 644 of the Corporations Act in relation to the on-market Offer by Mawarid for all of the ordinary Shares it does not already own in UCL.

This document supplements and is to be read together with the Target’s Statement dated 1 May 2013 (Original Target’s Statement), the First Supplementary Target’s Statement dated 3 May 2013 (First Supplementary Target’s Statement) and the Second Supplementary Target’s Statement dated 20 May 2013 (Second Supplementary Target’s Statement).

Unless the context requires otherwise, the defined terms in the Original Target’s Statement have the same meaning in this Supplementary Target’s Statement.

A copy of this Third Supplementary Target’s Statement was lodged with ASIC on 30 May 2013. Neither ASIC nor any of its officers takes any responsibility for the contents of this Supplementary Target’s Statement.

2 Mawarid achieves 84.41%

Mawarid as at close of business on Wednesday, 29 May 2013 has received acceptances of 67,791,560 shares, equating to a voting power of 84.41%.

All of UCL’s Independent Directors, other than Gida Nakazibwe-Sekandi have now accepted the Mawarid Offer in respect of all UCL Shares they hold or control. Ms Nakazibwe-Sekandi intends to accept the Mawarid Offer before its scheduled close.

The Independent Directors note that the Mawarid Offer is scheduled to close at the close of trading on Friday, 7 June 2013 and strongly encourage UCL Shareholders to accept the Mawarid Offer before that time. The reasons for the Independent Directors’ recommendation are set out on pages 5 to 7 of the Original Target’s Statement.


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