THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. If you are in any doubt as to what action you should take, you are recommended to seek your own financial advice from your stockbroker, bank LR13.3.1(4) manager, solicitor, accountant or other appropriate independent financial adviser duly authorised under the Financial Services and Markets Act 2000 (as amended) (“FSMA”) if you are resident in the United Kingdom or, if not, another appropriately authorised independent financial adviser. If you sell or have sold or otherwise transferred all of your Existing Ordinary Shares prior to the date the shares are traded “ex” LR13.3.1(6) the entitlement to the Open Offer, you should send this document, and if relevant, the accompanying Application Form and the enclosed Form of Proxy (and reply-paid envelope) at once to the purchaser or transferee or to the bank, stockbroker or other agent through whom the sale or transfer was effected for delivery to the purchaser or transferee. If you have sold or transferred any part of your registered holding of Existing Ordinary Shares, please contact your stockbroker, bank or other agent through whom the sale or transfer was effected immediately and refer to the instructions regarding split applications set out in the Application Form, if relevant. However, no Application Form should be forwarded to or transmitted in or into the United States or any Excluded Territories where doing so may constitute a violation of local securities laws. Please refer to paragraph 7 of Part 2 of this document if you propose to send this document and/or the Application Form outside the United Kingdom. The distribution of this document and the accompanying documents, and/or the transfer of the Open Offer Entitlements through CREST into jurisdictions other than the United Kingdom, may be restricted by law. Therefore, persons into whose possession this document and any accompanying documents come should inform themselves about, and observe, any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. This document, which comprises a prospectus relating to Coalfield Resources prepared in accordance with the Prospectus Rules and has been approved as such by the FCA. A copy of this document has been filed with the FCA in accordance with paragraph 3.2.1 of the Prospectus Rules. This document has been made available to the public in accordance with paragraph 3.2.2 of the Prospectus Rules by the same being made available, free of charge, at Coalfield Resources’ registered office, details of which are set out on page 29 of this document. This document should be read as a whole. Your attention is drawn to the section entitled “Risk Factors” on pages 16 to 25 (inclusive) and the letter from the Chairman of Coalfield Resources set out on pages 32 to 49 (inclusive) of this document which recommends that you vote in favour of the Resolutions to be proposed at the General Meeting. Coalfield Resources plc (proposed to be renamed Harworth Group plc) (incorporated in England and Wales under the Companies Act 1985 with registered number 2649340) Firm Placing of 1,500,073,129 New Ordinary Shares and Placing and Open Offer of 86,493,783 New Ordinary Shares, all at 7.25 pence per share Proposed Acquisition of Harworth Estates Property Group Limited and Notice of General Meeting Investec Financial Adviser, Broker and Underwriter The Existing Ordinary Shares are listed on the Standard Segment of the Official List and traded on the London Stock Exchange’s main market for listed securities. Application has been made to the FCA and to the London Stock Exchange for the New Ordinary Shares to be admitted to the Standard Segment of the Official List and to be admitted to trading on the London Stock Exchange’s main market for listed securities. It is expected that Admission will become effective and that LR13.3.1(9)(a) dealings in the New Ordinary Shares and the Consideration Shares will commence at 8.00 a.m. on 24 March 2015. Investec Bank plc, which is authorised by the PRA and regulated in the United Kingdom by the FCA and the PRA, is acting exclusively for Coalfield Resources and for no-one else in relation to the Firm Placing and Placing and Open Offer and will not be responsible to anyone other than Coalfield Resources for providing the protections afforded to clients of Investec nor LR13.3.1(9)(h) for providing advice in relation to the Firm Placing and Placing and Open Offer or any other transaction or arrangement referred to in this document and, apart from the responsibilities and liabilities which may be imposed on Investec by FSMA or the regulatory regime established thereunder, Investec accepts no responsibility whatsoever and makes no representation or warranty, express or implied, for or in respect of the contents of this document, including its accuracy, completeness or verification, nor for any other statement made or purported to be made by it, or on its behalf, in connection with Coalfield Resources, the Group, the Enlarged Group, the Firm Placing and Placing and Open Offer or the Acquisition and nothing in this document shall be relied upon as a promise or representation in this respect, whether as to the future or past. Investec accordingly disclaims, to the fullest extent permitted by law, all and any liability whatsoever, whether arising in tort, contract or otherwise, which it might otherwise be found to have in respect of this document or any such statement. The Open Offer closes at 11.00 a.m. on 18 March 2015 and payment is required in full by this time. If you are a Qualifying non-CREST Shareholder (other than, subject to certain exceptions, Qualifying non-CREST Shareholders with a registered address in any of the Excluded Territories) and wish to apply or subscribe for Open Offer Shares under the Open Offer, you should complete the accompanying Application Form and return it with your remittance in accordance with the instructions set out in paragraph 5(a) of Part 2 of this document and in the Application Form. If you are a Qualifying CREST Shareholder (other than, subject to certain exceptions, Qualifying CREST Shareholders with a registered address in any of the Excluded Territories) the relevant CREST instructions must have settled as explained in this document by no later than 11.00 a.m. on 18 March 2015. The Application Form is personal to Qualifying Shareholders and cannot be transferred, sold or assigned except to satisfy bona fide market claims. Applications under the Open Offer may only be made by the Qualifying Shareholder originally entitled or by a person entitled by virtue of a bona fide market claim. Notice of the General Meeting of Coalfield Resources, to be held at 11.00 a.m. on 23 March 2015 at the offices of Eversheds LLP at One Wood Street, London EC2V 7WS, is set out at the end of this document. A Form of Proxy is enclosed for use by Shareholders in connection with the meeting. To be valid, Forms of Proxy, completed, or submitted electronically, in accordance with the instructions printed thereon, must be received at Coalfield Resources’ registrars, Equiniti Limited, Aspect House, Spencer Road, Lancing, West Sussex BN99 6DA as soon as possible but in any event by no later than 11.00 a.m. on 21 March 2015. Completion and return of the Form of Proxy will not preclude Shareholders from attending and voting at the General Meeting should they so wish. Investec may, in accordance with applicable legal and regulatory provisions, engage in transactions in relation to the Firm Placing or the Placing and Open Offer and/or related instruments for its own account for the purpose of hedging its underwriting exposure or otherwise. Investec does not intend to disclose the extent of any such investment or transactions otherwise than in accordance with any legal or regulatory obligation to do so. This document does not constitute or form part of any offer or invitation to sell or issue, or any solicitation of any offer to purchase or subscribe for, any securities, or any offer or invitation to sell or issue, or any solicitation of any offer to purchase or subscribe for, such securities by any person in any circumstances in which such offer or solicitation is unlawful. NOTICE TO US AND OTHER OVERSEAS INVESTORS The New Ordinary Shares and the Open Offer Entitlements have not been and will not be registered under the United States Securities Act of 1933, as amended (the “Securities Act”) or under the applicable securities laws of any state or other jurisdiction of the United States or qualified for distribution under any applicable securities laws in any of the Excluded Territories. The New Ordinary Shares may not be offered, sold, taken up, resold, transferred or delivered, directly or indirectly, within the United States (as defined in Rule 902 under Regulation S) except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with any applicable securities laws of the states of the United States. Neither the New Ordinary Shares, the Application Form, the Form of Proxy, this document nor any other document connected with this Firm Placing and Placing and Open Offer have been or will be approved or disapproved by the United States Securities and Exchange Commission (“SEC”) or by the securities commissions of any state or other jurisdiction of the United States or any other regulatory authority, nor have any of the foregoing authorities or any securities commission passed upon or endorsed the merits of the offering of the New Ordinary Shares, the Application Form, the Form of Proxy or the accuracy or adequacy of this document or any other document connected with this Firm Placing and Placing and Open Offer.