ALDORO RESOURCES LIMITED — Capital/Financing Update 2024

Jul 21, 2024

Appendix 3B - Proposed issue of securities

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Announcement Summary

Entity name

ALDORO RESOURCES LIMITED

Announcement Type

New announcement

Date of this announcement

22/7/2024

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)

enounceable)
		Maximum Number of
ASX +security code	+Security description	+securities to be issued
New class-code to be	Options exercisable at $0.12 on or before 1 June 2029	33,655,936
confirmed

Ex date

25/7/2024

+Record date

26/7/2024

Offer closing date

9/8/2024

Issue date

16/8/2024

Refer to next page for full details of the announcement

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Appendix 3B - Proposed issue of securities

Part 1 - Entity and announcement details

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1.1 Name of +Entity

ALDORO 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

ABN

Registration Number

31622990809

1.3 ASX issuer code

ARN

1.4 The announcement is

New announcement

1.5 Date of this announcement

22/7/2024

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

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Appendix 3B - Proposed issue of securities

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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

ARN : ORDINARY FULLY PAID

Is the proposed security a 'New Will the proposed issue of this If the entity has quoted company class' (+securities in a class that is +security include an offer of options, do the terms entitle option not yet quoted or recorded by ASX) attaching +securities? holders to participate on exercise? or an 'Existing class' (additional No 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 do not have +CDIs issued over them)

ISIN Code for the entitlement or right to participate in a non-renounceable issue (if Issuer is foreign company and +securities do not have +CDIs issued over them)

Have you received confirmation fromASX that the terms of the proposed+securities are appropriate andequitable under listing rule 6.1?Will the entity be seeking quotationof the 'new' class of +securities onASX?ASX +security codeNew class-code to be confirmed+Security descriptionOptions exercisable at $0.12 on or before 1 June 2029YesNo	Have you received confirmation fromASX that the terms of the proposed+securities are appropriate andequitable under listing rule 6.1?Will the entity be seeking quotationof the 'new' class of +securities onASX?ASX +security codeNew class-code to be confirmed+Security descriptionOptions exercisable at $0.12 on or before 1 June 2029YesNo
New class-code to be confirmed	Options exercisable at $0.12 on or before 1 June 2029

+Security type

Options

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Appendix 3B - Proposed issue of securities

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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 4 What will be done with fractional Maximum number of +securities entitlements? proposed to be issued (subject to rounding) Fractions rounded up to the next 33,655,936 whole number

Offer price details for retail security holders

In what currency will the offer be What is the offer price per +security made? for the retail offer? AUD - Australian Dollar AUD 0.02000

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

Any entitlement not taken up pursuant to the Loyalty Offer will form the Shortfall Offer. The Shortfall Offer is a separate offer made pursuant to the Prospectus and will remain open for up to three months following the Closing Date. The subscription price for each New Option to be issued under the Shortfall Offer shall be $0.02 per New Option (Shortfall Options) being the price at which New Options have been offered under the Loyalty Offer.

Will a scale back be applied if the offer is over-subscribed?

Yes

Describe the scale back arrangements

All decisions regarding the allocation of Shortfall Options and the scale back (if applicable) will be made by the Directors, with any Shortfall Options to be issued to investors identified by the Board that are not related parties of the Company. Any decision by the Directors will be final and binding on all Applicants under the Shortfall Offer, as such there is no guarantee that any Shortfall Options applied for will be issued to Applicants.

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

No

If some of the issued +securities do not rank equally

Is the actual date from which the +securities will rank equally (non-ranking end date) known?

No

Provide the estimated non-ranking end period

1 June 2029 (expiry date of options)

Please state the extent to which the +securities do not rank equally: In relation to the next dividend, distribution or interest payment; or For any other reason

Upon exercise and conversion of the options, the securities will rank equally with the existing class of ordinary shares on issue (ASX: ARN).

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Appendix 3B - Proposed issue of securities

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Options details

+Security currency

+Security currency Exercise price Expiry date AUD - Australian Dollar AUD 0.1200 1/6/2029

Details of the type of +security that will be issued if the option is exercised

ARN : ORDINARY FULLY PAID

Number of securities that will be issued if the option is exercised

One fully paid ordinary share (ASX: ARN)

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.

The terms and conditions of the options will be included in the Prospectus (Section 4.2), to be lodged with ASX on 22 July 2024.

Part 3C - Timetable

3C.1 +Record date

26/7/2024

3C.2 Ex date

25/7/2024

3C.4 Record date

26/7/2024

3C.5 Date on which offer documents will be sent to +security holders entitled to participate in the +pro rata issue

31/7/2024

3C.6 Offer closing date

9/8/2024

3C.7 Last day to extend the offer closing date

6/8/2024

3C.9 Trading in new +securities commences on a deferred settlement basis

12/8/2024

3C.11 +Issue date and last day for entity to announce results of +pro rata issue

16/8/2024

3C.12 Date trading starts on a normal T+2 basis

19/8/2024

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Appendix 3B - Proposed issue of securities

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3C.13 First settlement date of trades conducted on a +deferred settlement basis and on a normal T+2 basis

21/8/2024

Part 3E - Fees and expenses

3E.1 Will there be a lead manager or broker to the proposed offer? Yes 3E.1a Who is the lead manager/broker?

Xcel Capital Pty Ltd

3E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker?

Lead manager fee of 6% + GST of the funds raised under the Loyalty Offer and 2,500,000 New Options under the Lead Manager Offer. 3E.2 Is the proposed offer to be underwritten? 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 For preparations for the drill program at the Company's Kameelburg Project, for working capital and expenses of the offer 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 3F.4 Countries in which the entity has +security holders who will not be eligible to participate in the proposed issue All countries outside of Australia, New Zealand and Singapore. 3F.5 Will the offer be made to eligible beneficiaries on whose behalf eligible nominees or custodians hold existing +securities No 3F.6 URL on the entity's website where investors can download information about the proposed issue - https://www.aldororesources.com/options prospectus/

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 involving the same class of securities as the +securities proposed to be issued that meets the requirements of section 708A(11) or 1012DA(11)

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