23 Nov

Proposed issue of securities - ERW

Proposed issue of securities Proposed issue of securities 1 / 7 Announcement Summary Entity name ERRAWARRA RESOURCES LTD Announcement Type New announcement Date of this announcement 23/11/2021 The Proposed issue is: Total number of +securities proposed to be issued for a placement or other type of issue ASX +security code +Security description Maximum Number of +securities to be issued New class-code to be confirmed ORDINARY FULLY PAID RESTRICTED 15,000,000 New class-code to be confirmed OPTION EXPIRING 3 YEARS FROM ISSUE RESTRICTED 7,500,000 Proposed +issue date 28/2/2022 Refer to next page for full details of the announcement A placement or other type of issue Proposed issue of securities Proposed issue of securities 2 / 7 Part 1 - Entity and announcement details 1.1 Name of +Entity ERRAWARRA RESOURCES LTD We (the entity named above) give ASX the following information about a proposed issue of +securities and, if ASX agrees to +quote any of the +securities (including any rights) on a +deferred settlement basis, we agree to the matters set out in Appendix 3B of the ASX Listing Rules. If the +securities are being offered under a +disclosure document or +PDS and are intended to be quoted on ASX, we also apply for quotation of all of the +securities that may be issued under the +disclosure document or +PDS on the terms set out in Appendix 2A of the ASX Listing Rules (on the understanding that once the final number of +securities issued under the +disclosure document or +PDS is known, in accordance with Listing Rule 3.10.3C, we will complete and lodge with ASX an Appendix 2A online form notifying ASX of their issue and applying for their quotation). 1.2 Registered Number Type ABN Registration Number 95155472834 1.3 ASX issuer code ERW 1.4 The announcement is 1.5 Date of this announcement 23/11/2021 1.6 The Proposed issue is: A placement or other type of issue New announcement Proposed issue of securities Proposed issue of securities 3 / 7 Part 7 - Details of proposed placement or other issue Part 7A - Conditions 7A.1 Do any external approvals need to be obtained or other conditions satisfied before the placement or other type of issue can proceed on an unconditional basis? 7A.1a Conditions Approval/Condition +Security holder approval Date for determination 28/2/2022 Is the date estimated or actual? ** Approval received/condition met? Comments Given the related party nature of the proposed acquisition and potential impacts to voting power, shareholder approvals will be sought by mid February 2022 pursuant to ASX Listing Rule 10.1 and Item 7, Section 611 of the Corporations Act. The general meeting date is indicative only. An Independent Expert's Report on the acquisition will be provided to shareholders along with the notice of meeting. Refer to ASX announcement dated 23 November 2021 for further information. Part 7B - Issue details Is the proposed security a 'New class' (+securities in a class that is not yet quoted or recorded by ASX) or an 'Existing class' (additional securities in a class that is already quoted or recorded by ASX)? Will the proposed issue of this +security include an offer of attaching +securities? Details of +securities proposed to be issued ISIN Code (if Issuer is a foreign company and +securities are non CDIs) Have you received confirmation from ASX that the terms of the proposed +securities are appropriate and equitable under listing rule 6.1? Will the entity be seeking quotation of the 'new' class of +securities on ASX? No Yes No New class Estimated Yes Proposed issue of securities Proposed issue of securities 4 / 7 ASX +security code New class-code to be confirmed +Security description ORDINARY FULLY PAID RESTRICTED +Security type Ordinary fully or partly paid shares/units Number of +securities proposed to be issued 15,000,000 Offer price details Are the +securities proposed to be issued being issued for a cash consideration? Please describe the consideration being provided for the +securities Upon receipt of shareholders' approval and on completion of the acquisition issue 15,000,000 shares to Western Exploration (or his nominees) at a deemed issue price of $0.20 per share. The shares will be restricted for 12 months from the date of issue. Refer to ASX announcement dated 23 November 2021 for further information. Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities 3,000,000.000000 Will all the +securities issued in this class rank equally in all respects from their issue date? Ordinary fully or partly paid shares/units details +Security currency AUD - Australian Dollar Will there be CDIs issued over the +securities? Is it a partly paid class of +security? Is it a stapled +security? Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities proposed to be issued or provide the information by separate announcement. https://www.errawarra.com/reports/121085-ERW_211123_ASX_Annc_Andover_Acquisition_19_11_21_2802248_8_pdf.p df Is the proposed security a 'New Will the proposed issue of this No No No Yes No Proposed issue of securities Proposed issue of securities 5 / 7 Is the proposed security a 'New class' (+securities in a class that is not yet quoted or recorded by ASX) or an 'Existing class' (additional securities in a class that is already quoted or recorded by ASX)? Will the proposed issue of this +security include an offer of attaching +securities? Details of +securities proposed to be issued ISIN Code (if Issuer is a foreign company and +securities are non CDIs) Have you received confirmation from ASX that the terms of the proposed +securities are appropriate and equitable under listing rule 6.1? Will the entity be seeking quotation of the 'new' class of +securities on ASX? ASX +security code New class-code to be confirmed +Security description OPTION EXPIRING 3 YEARS FROM ISSUE RESTRICTED +Security type Options Number of +securities proposed to be issued 7,500,000 Offer price details Are the +securities proposed to be issued being issued for a cash consideration? Please describe the consideration being provided for the +securities Upon receipt of shareholders' approval and on completion of the acquisition issue 7,500,000 options to Western Exploration (or his nominees) exercisable at $0.30 each on or before the date that is 3 years from the date of issue. The options will be restricted for 12 months from the date of issue. Refer to ASX announcement dated 23 November 2021 for further information. Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities Will all the +securities issued in this class rank equally in all respects from their issue date? Yes No No Yes No New class Proposed issue of securities Proposed issue of securities 6 / 7 Options details +Security currency AUD - Australian Dollar Exercise price AUD 0.3000 Expiry date 30/1/2025 Details of the type of +security that will be issued if the option is exercised ERW : ORDINARY FULLY PAID Number of securities that will be issued if the option is exercised Upon release from restriction and when options are exercised, 7,500,000 fully paid ordinary shares. Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities proposed to be issued or provide the information by separate announcement. https://www.errawarra.com/reports/121085-ERW_211123_ASX_Annc_Andover_Acquisition_19_11_21_2802248_8_pdf.p df Part 7C - Timetable 7C.1 Proposed +issue date 28/2/2022 Part 7D - Listing Rule requirements 7D.1 Has the entity obtained, or is it obtaining, +security holder approval for the entire issue under listing rule 7.1? 7D.1a Date of meeting or proposed meeting to approve the issue under listing rule 7.1 28/2/2022 7D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue? 7D.3 Will any of the +securities to be issued be +restricted securities for the purposes of the listing rules? 7D.3a Please enter, the number and +class of the +restricted securities and the date from which they will cease to be +restricted securities 15,000,000 shares to Western Exploration (or his nominees) at a deemed issue price of $0.20 per share. The shares will be restricted for 12 months from the date of issue. 7,500,000 options to Western Exploration (or his nominees) exercisable at $0.30 each on or before the date that is 3 years from the date of issue. The options will be restricted for 12 months from the date of issue. 7D.4 Will any of the +securities to be issued be subject to +voluntary escrow? Yes Yes Yes Proposed issue of securities Proposed issue of securities 7 / 7 Part 7E - Fees and expenses 7E.1 Will there be a lead manager or broker to the proposed issue? 7E.2 Is the proposed issue to be underwritten? 7E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed issue Part 7F - Further Information 7F.01 The purpose(s) for which the entity is issuing the securities As completion of the acquisition of a nickel prospect from Western Exploration. Refer to ASX Announcement dated 23 November 2021 for further information. 7F.1 Will the entity be changing its dividend/distribution policy if the proposed issue proceeds? 7F.2 Any other information the entity wishes to provide about the proposed issue No No No No

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