ALBION RESOURCES LIMITED — Capital/Financing Update 2023

Oct 17, 2023

Proposed issue of securities

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Announcement Summary

Entity name

ALBION RESOURCES LIMITED

Announcement Type

New announcement

Date of this announcement

18/10/2023

The Proposed issue is:

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A placement or other type of issue

Total number of +securities proposed to be issued for a placement or other type of issue

		Maximum Number of
ASX +security code	+Security description	+securities to be issued
New class-code to be	Share Performance rights vest on share price hurdle of	2,250,000
confirmed	$0.12 on or before 2 years from issue
New class-code to be	Share Performance rights vest on share price hurdle of	2,250,000
confirmed	$0.18 on or before 2 years from issue

Proposed +issue date

17/11/2023

Refer to next page for full details of the announcement

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Proposed issue of securities

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Part 1 - Entity and announcement details

1.1 Name of +Entity

ALBION 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

ACN

Registration Number

620545664

1.3 ASX issuer code

ALB

1.4 The announcement is

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New announcement

1.5 Date of this announcement

18/10/2023

1.6 The Proposed issue is:

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A placement or other type of issue

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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? Yes

7A.1a Conditions

Approval/Condition Date for determination Is the date estimated or ** Approval actual? received/condition met? +Security holder approval 16/11/2023 Estimated No

Comments

Performance Rights to directors requiring security holder issue

Part 7B - Issue details

Is the proposed security a 'New Will the proposed issue of this class' (+securities in a class that is +security include an offer of not yet quoted or recorded by ASX) attaching +securities? or an 'Existing class' (additional No securities in a class that is already quoted or recorded by ASX)? New class

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 Will the entity be seeking quotation ASX that the terms of the proposed of the 'new' class of +securities on +securities are appropriate and ASX? equitable under listing rule 6.1? No Yes ASX +security code +Security description New class-code to be confirmed Share Performance rights vest on share price hurdle of $0.12 on or before 2 years from issue

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Proposed issue of securities

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+Security type

Performance options/rights

Number of +securities proposed to be issued 2,250,000

Offer price details

Are the +securities proposed to be issued being issued for a cash consideration? No

Please describe the consideration being provided for the +securities

securities issued to directors to provide an incentive component to remuneration and align interests with those of shareholders

Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities 84,825.000000

Will all the +securities issued in this class rank equally in all respects from their issue date? Yes

Performance options/rights details

+Security currency Exercise price Expiry date AUD - Australian Dollar AUD Details of the type of +security that will be issued if the option is exercised ALB : ORDINARY FULLY PAID Number of securities that will be issued if the option is exercised

Each performance right will convert to 1 fully-paid ordinary share upon reaching the share price hurdle

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.

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)? New class

Will the proposed issue of this +security include an offer of attaching +securities? No

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Details of +securities proposed to be issued

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ISIN Code (if Issuer is a foreign company and +securities are non CDIs)
Have you received confirmation from Will the entity be seeking quotation
ASX that the terms of the proposed of the 'new' class of +securities on
+securities are appropriate and ASX?
equitable under listing rule 6.1? No
Yes
ASX +security code +Security description
New class-code to be confirmed Share Performance rights vest on share price hurdle of $0.18 on or before 2
years from issue
+Security type
Performance options/rights
Number of +securities proposed to be issued
2,250,000
Offer price details
Are the +securities proposed to be issued being issued for a cash consideration?
No
Please describe the consideration being provided for the +securities
securities issued to directors to provide an incentive component to remuneration and align interests with those of
shareholders
Please provide an estimate of the AUD equivalent of the consideration being
provided for the +securities
47,475.000000
Will all the +securities issued in this class rank equally in all respects from
their issue date?
Yes
Performance options/rights details
+Security currency Exercise price Expiry date
AUD - Australian Dollar AUD
Details of the type of +security that will be issued if the option is exercised
ALB : ORDINARY FULLY PAID
Number of securities that will be issued if the option is exercised
Each performance right will convert to 1 fully-paid ordinary share upon reaching the share price hurdle
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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.

Part 7C - Timetable 7C.1 Proposed +issue date 17/11/2023 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? Yes 7D.1a Date of meeting or proposed meeting to approve the issue under listing rule 7.1 16/11/2023 7D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue? Yes 7D.3 Will any of the +securities to be issued be +restricted securities for the purposes of the listing rules? No 7D.4 Will any of the +securities to be issued be subject to +voluntary escrow? No Part 7E - Fees and expenses 7E.1 Will there be a lead manager or broker to the proposed issue? No 7E.2 Is the proposed issue to be underwritten? No

7E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed issue

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Part 7F - Further Information

7F.01 The purpose(s) for which the entity is issuing the securities

securities issued to directors to provide an incentive component to remuneration and align interests with those of shareholders

7F.1 Will the entity be changing its dividend/distribution policy if the proposed issue proceeds? No

7F.2 Any other information the entity wishes to provide about the proposed issue

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