Announcement PDF Proposed issue of securities Announcement Summary Entity name ADAVALE RESOURCES LIMITED Announcement Type New announcement Date of this announcement 25/7/2023 The Proposed issue is: A standard pro rata issue (including non-renounceable or renounceable) Total number of +securities proposed to be issued for a standard pro rata issue (including non-renounceable or renounceable) Maximum Number of +securities to be issued ASX +security code +Security description ADD ORDINARY FULLY PAID 111,643,668 ADDOA OPTION EXPIRING 31-DEC-2025 111,643,668 Ex date 28/7/2023 +Record date 31/7/2023 Offer closing date 31/8/2023 Issue date 7/9/2023 Refer to next page for full details of the announcement Proposed issue of securities 1/8 Proposed issue of securities Part 1 - Entity and announcement details 1.1 Name of +Entity ADAVALE RESOURCES LIMITED 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 Registration Number ACN 008719015 1.3 ASX issuer code ADD 1.4 The announcement is New announcement 1.5 Date of this announcement 25/7/2023 1.6 The Proposed issue is: A standard +pro rata issue (non-renounceable or renounceable) 1.6a The proposed standard +pro rata issue is: + Non-renounceable Proposed issue of securities 2/8 Proposed issue of securities Part 3 - Details of proposed entitlement offer issue Part 3A - Conditions 3A.1 Do any external approvals need to be obtained or other conditions satisfied before the entitlement offer can proceed on an unconditional basis? No Part 3B - Offer details Class or classes of +securities that will participate in the proposed issue and class or classes of +securities proposed to be issued ASX +security code and description ADD : ORDINARY FULLY PAID 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)? Existing class Will the proposed issue of this +security include an offer of attaching +securities? Yes If the entity has quoted company options, do the terms entitle option holders to participate on exercise? Yes Details of +securities proposed to be issued ASX +security code and description ADD : ORDINARY FULLY PAID ISIN Code (if Issuer is a foreign company and +securities are non CDIs) ISIN Code for the entitlement or right to participate in a non-renounceable issue (if Issuer is foreign company and +securities are non CDIs) Offer ratio (ratio to existing holdings at which the proposed +securities will be issued) The quantity of additional +securities For a given quantity of +securities to be issued held 1 Proposed issue of securities 5 3/8 Proposed issue of securities What will be done with fractional entitlements? Maximum number of +securities proposed to be issued (subject to rounding) Fractions rounded up to the next whole number 111,643,668 Offer price details for retail security holders In what currency will the offer be made? What is the offer price per +security for the retail offer? AUD - Australian Dollar AUD 0.01900 Oversubscription & Scale back details Will individual +security holders be permitted to apply for more than their entitlement (i.e. to over-subscribe)? Yes Describe the limits on over-subscription No limit and the shortfall allocation is at the Company's absolute discretion Will a scale back be applied if the offer is over-subscribed? Yes Describe the scale back arrangements At the Company's absolute discretion Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes Attaching +Security Is the proposed attaching 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)? Existing class Attaching +Security - Existing class (additional +securities in a class that is already quoted or recorded by ASX) Details of attaching +securities proposed to be issued Proposed issue of securities 4/8 Proposed issue of securities ASX +security code and description ADDOA : OPTION EXPIRING 31-DEC-2025 ISIN Code (if Issuer is a foreign company and +securities are non CDIs) ISIN Code for the entitlement or right to participate in a non-renounceable issue (if Issuer is foreign company and +securities are non CDIs) Offer ratio (ratio of attaching securities at which the new +securities will be issued) The quantity of attaching +securities to be issued For a given quantity of the new +securities issued 1 1 What will be done with fractional entitlements? Maximum number of +securities proposed to be issued (subject to rounding) Fractions rounded up to the next whole number 111,643,668 Offer price details for retail security holders In what currency will the offer be made? What is the offer price per +security for the retail offer? AUD 0.00000 AUD - Australian Dollar Oversubscription & Scale back details Will individual +security holders be permitted to apply for more than their entitlement (i.e. to over-subscribe)? Yes Describe the limits on over-subscription No limit and the shortfall allocation is at the Company's absolute discretion Will a scale back be applied if the offer is over-subscribed? Yes Describe the scale back arrangements At the Company's absolute discretion Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes Proposed issue of securities 5/8 Proposed issue of securities Details of company options where holders entitled to participate in the offer ASX +security code and description ADDOA : OPTION EXPIRING 31-DEC-2025 Date Option must be exercised by 31/7/2023 Part 3C - Timetable 3C.1 +Record date 31/7/2023 3C.2 Ex date 28/7/2023 3C.4 Record date 31/7/2023 3C.5 Date on which offer documents will be sent to +security holders entitled to participate in the +pro rata issue 3/8/2023 3C.6 Offer closing date 31/8/2023 3C.7 Last day to extend the offer closing date 28/8/2023 3C.9 Trading in new +securities commences on a deferred settlement basis 1/9/2023 3C.11 +Issue date and last day for entity to announce results of +pro rata issue 7/9/2023 3C.12 Date trading starts on a normal T+2 basis 8/9/2023 3C.13 First settlement date of trades conducted on a +deferred settlement basis and on a normal T+2 basis 12/9/2023 Proposed issue of securities 6/8 Proposed issue of securities Part 3E - Fees and expenses 3E.1 Will there be a lead manager or broker to the proposed offer? No 3E.2 Is the proposed offer to be underwritten? Yes 3E.2a Who are the underwriter(s)? GBA Capital 3E.2b What is the extent of the underwriting (ie the amount or proportion of the offer that is underwritten)? $800,000 3E.2c What fees, commissions or other consideration are payable to them for acting as underwriter(s)? 6% on the Underwritten amount and 8,000,000 Options ADDOA 3E.2d Please provide a summary of the significant events that could lead to the underwriting being terminated 1) Indices Fall: The S&P ASX 200 Index is at any time 10% or more below its respective level as at the close of business on the Business Day prior to the date of the Underwriting Agreement 2) Share Price: ADD Share Price trading on a calculated VWAP on any 3 consecutive trading days with a closing price of $0.014 3) Non compliance with disclosure requirements 3E.2e Is a party referred to in listing rule 10.11 underwriting or sub-underwriting the proposed offer? No 3E.3 Will brokers who lodge acceptances or renunciations on behalf of eligible +security holders be paid a handling fee or commission? No 3E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed offer Part 3F - Further Information 3F.1 The purpose(s) for which the entity intends to use the cash raised by the proposed issue Progress the drilling program and DHEM Survey at the Kabanga Jirani Nickel Project, costs of the offer and general working capital. 3F.2 Will holdings on different registers or subregisters be aggregated for the purposes of determining entitlements to the issue? No 3F.3 Will the entity be changing its dividend/distribution policy if the proposed issue is successful? No Proposed issue of securities 7/8 Proposed issue of securities 3F.4 Countries in which the entity has +security holders who will not be eligible to participate in the proposed issue 3F.5 Will the offer be made to eligible beneficiaries on whose behalf eligible nominees or custodians hold existing +securities Yes 3F.5a Please provide further details of the offer to eligible beneficiaries Shareholders with registered address situated in Australia or New Zealand. 3F.6 URL on the entity's website where investors can download information about the proposed issue https://www.adavaleresources.com/investor-centre/asx-announcements/ 3F.7 Any other information the entity wishes to provide about the proposed issue 3F.8 Will the offer of rights under the rights issue be made under a disclosure document or product disclosure statement under Chapter 6D or Part 7.9 of the Corporations Act (as applicable)? Yes 3F.9 Any on-sale of the +securities proposed to be issued within 12 months of their date of issue will comply with the secondary sale provisions in sections 707(3) and 1012C(6) of the Corporations Act by virtue of: The publication of a +disclosure document or +PDS for the +securities proposed to be issued Proposed issue of securities 8/8