14 Jan

Letter to ineligible shareholders

14 January 2022 ASX:AUN aurumin.com.au 1 Dear Shareholder Notice to Ineligible Shareholders of Non - Renounceable Entitlement Offer We write to you as the registered holder of fully paid ordinary shares in the capital of Aurumin Limited (ACN 639 427 099) (ASX: AUN) ( Aurumin or Company ) ( Shares ) as at today's date. As advised in the Company's ASX announcement dated 1 6 December 2021 , Aurumin is undertaking a non - renounceable pro rata entitlement offer to eligible shareholders ( Eligible Shareholders ) at an issue price of $0.20 per Share on the basis of 1 new Share for every 4 Shares held as at the record date, being 5.00pm (AWST) on 20 January 2022 ( Record Date ) ( Entitlement Offer ). The Entitlement Offer will raise up to approximately 4,962,022 (before costs) by the iss ue of up to approximately 24,810,106 Shares. Eligible Shareholders will also be entitled to subscribe for any Shares not subscribed for by other Eligible Shareholders in accordance with the Entitlement Offer ( Top Up Offer ). Applications pursuant to the T op Up Offer will only be satisfied to the extent that there is a shortfall pursuant to the Entitlement Offer and will be subject to the terms and conditions outlined in the prospectus lodged with ASX and ASIC on 14 January 2022 ( Prospectus ). Capitalised t erms used, but not defined, in this letter have the meaning ascribed to them in the Prospectus. The Entitlement Offer and Top Up Offer are partially underwritten by Lazarus Corporate Finance Pty Ltd ( Underwriter ) up to a value of $2 million (being for up to 10,000,000 Shares). Any Shares which are not taken up in accordance with the Entitlement Offer or the Top Up Offer and which are not subscribed for by the Underwriter may be placed by the Company (in consultation with the Underwriter) to New Investo rs within three months of the Closing Date ( Remaining Shortfall Shares ). Accordingly, the Prospectus also incorporates an offer to New Investors to subscribe for the Remaining Shortfall Shares ( Remaining Shortfall Offer ). Purpose of the Offers Proceeds from the Entitlement Offer, the Top Up Offer and the Remaining Shortfall Offer (collectively, Offers ) are intended to be used towards satisfying the Completion Payment pursuant to the Sandstone SPA (pursuant to which the Company intends to acquire the Sand stone Gold Project from ASX - listed Middle Island Resources Limited (ASX:MDI), funding exploration on the Company's projects and for general working capital. Further details in respect of the Company's intended use of funds is set out in the Prospectus. To the extent that the Company does not raise the maximum of $12.5 million (before costs) pursuant to the Aurumin Capital Raising, the Company will adjust the use of funds (other than the Completion Payment) to reflect the amount actually raised. The Company also reserves the right to alter the use of 14 January 2022 ASX:AUN aurumin.com.au 2 funds if the conditions precedent pursuant to the Sandstone SPA are not satisfied or waived (as applicable) or completion of the Sandstone SPA does not otherwise occur, including the right to reallocate the fund s attributable to the Acquisition and exploration on the Sandstone Gold Project to the Company's existing projects, general working capital or a potential alternative transaction. The Entitlement Offer and Top Up Offer are open to all Eligible Shareholder s registered at 5:00pm (AWST) on the Record Date whose registered address is in Australia, New Zealand, Hong Kong, Singapore or Malaysia. The Entitlement Offer and Top Up Offer are not being extended to any shareholders with addresses outside these jurisdi ctions. Ineligible shareholders A Shareholder who has a registered address outside Australia, New Zealand, Hong Kong, Singapore or Malaysia will not be eligible to participate in the Offers (each, an Ineligible Shareholder ). You are not eligible to participate in the Offers and you will not be sent a copy of the Prospectus. This decision has been made pursuant to Listing Rule 7.7.1(a) of the ASX Listing Rules after taking into consideration the costs of complying with legal and regulatory requirements in jurisdictions outside Australia, New Zealand, Hong Kong, Singapore and Malaysia compared with the small number of Ineligible Shareholders and the number and value of Shares to which they would otherwise be entitled. For all enquiries concerning the Offers, please contact the Company Secr etary by telephone on +61 8 6555 2950. For all general shareholder enquiries, please contact the Company's Share Registry on 1300 850 505 (within Australia) or +61 (03) 9415 4000 (outside Australia). Yours faithfully Arron Canicais Joint Company Secretary Aurumin Limited
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