ARDEA RESOURCES LIMITED — Capital/Financing Update 2023

Aug 29, 2023

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ASX & Media Release

30 August 2023

ASX Symbol

Successful A$16M Capital Raising

Highlights

ARL

Ardea Resources Limited

Suite 2 / 45 Ord St West Perth WA 6005

PO Box 1433 West Perth WA 6872

Telephone

+61 8 6244 5136

• Commitments received from professional and sophisticated investors for a A$16 million Placement in Ardea, at A$0.70 per share

• Strongly supported capital raising with a number of Australian and offshore institutional investors introduced to the register

• Cornerstone investor Golden Energy and Resources to hold approximately 9.4% following completion of the Placement

Email

ardea@ardearesources.com.au

Website

www.ardearesources.com.au

• Funds raised will primarily be used for early DFS works, critical mineral exploration including nickel sulphide, finalisation of Strategic Partner Agreements and working capital.

Directors

Mat Longworth Non-Executive Chair

Andrew Penkethman Managing Director & CEO

Ian Buchhorn Executive Director

Maree Arnason Non-Executive Director

Ardea Resources Limited ( Ardea or the Company ) is pleased that it has received binding commitments for a share placement to professional and sophisticated investor clients of Petra Capital Pty Limited to raise approximately A$16 million before costs ( Placement ).

Funds raised from the Placement will primarily be used for early Definitive Feasibility Study ( DFS ) works at the Kalgoorlie Nickel Project ( KNP ) Goongarrie Hub, critical mineral exploration including nickel sulphide, finalisation of Strategic Partner Agreements and working capital.

Executive Management

Sam Middlemas Company Secretary

Rebecca Moylan Chief Financial Officer

Matt Read Project Director

Alex Mukherji General Manager Land Access & Compliance

Mike Miller General Manager Technical Services

Matthew McCarthy General Manager Exploration

Issued Capital

Fully Paid Ordinary Shares 171,894,772

Petra Capital Pty Limited acted as Sole Lead Manager and Sole Bookrunner to the placement.

Comments from Managing Director Andrew Penkethman:

“We are delighted with the support for the Placement, that received strong support from new and existing institutional and sophisticated investors.

On behalf of the Board, I would like to welcome a number of new highly credentialled Australian and offshore investors to the register and thank our existing shareholders for their ongoing support.

We particularly note the support of existing shareholder Golden Energy and Resources who will represent approximately 9.4% of the register following completion of the Placement.

The Company is excited to advance the scope of its DFS with the Japanese Consortium under MOU and reach binding terms for full funding of the DFS by the end of calendar year 2023.”

Performance Rights 6,690,000

Options 4,000,000

ABN 30 614 289 342

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Placement Overview

Ardea has raised approximately A$16 million in gross proceeds via a Placement at an issue price of A$0.70 per share ( Placement Price ). The Placement Price of A$0.70 per share represents a 6.7% discount to the last traded price and a 2.2% discount to the 15 traded day VWAP of the Company’s shares to 28 August 2023.

Ardea will issue a total of 22,767,143 new shares (17,189,477 under ASX Listing Rule 7.1A and 5,577,666 under ASX Listing Rule 7.1). The Placement is expected to settle on or around 11 September 2023 with shares to be issued on 12 September 2023.

In addition, Ardea will issue 90,000 shares to Board members that have elected to participate consisting of Ian Buchhorn 30,000 shares, Andrew Penkethman 30,000 shares, Mathew Longworth 15,000 shares and Maree Arnason 15,000 shares subject to shareholder approval at the annual general meeting of the Company in November 2023.

An Appendix 3B for the proposed issue of securities will follow this announcement.

This announcement is authorised for release by the Board of Ardea Resources Limited.

For further information regarding Ardea, please visit https://ardearesources.com.au/ or contact:

Andrew Penkethman

Managing Director and Chief Executive Officer Tel +61 8 6244 5136

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About Ardea Resources

Ardea Resources Limited (ASX:ARL) is an ASX-listed nickel resources company, with a large portfolio of 100%controlled West Australian-based projects, focussed on:

• Development of the Kalgoorlie Nickel Project ( KNP ) and its sub-set the Goongarrie Hub, a globally significant series of nickel-cobalt and Critical Mineral deposits which host the largest nickel-cobalt resource in the developed world at 854Mt at 0.71% Ni and 0.045% Co for 6.1Mt of contained nickel and 386kt of contained cobalt (Ardea ASX release 30 June 2023), located in a jurisdiction with exemplary Environmental Social and Governance ( ESG ) credentials, notably environment.

• Advanced-stage exploration at compelling nickel sulphide targets, such as Emu Lake, and Critical Minerals targets including scandium and Rare Earth Elements throughout the KNP Eastern Goldfields world-class nickel-gold province, with all exploration targets aimed at complementing the KNP nickel development strategy.

Ardea’s KNP development with its 6.1 million tonnes of contained nickel is the foundation of the Company, with the nickel sulphide exploration, such as Emu Lake, as an evolving contribution to Ardea’s building of a green, forward-facing integrated nickel company.

Electric Vehicle and Energy Storage System lithium-ion battery customers demand an ESG-compliant, sustainable, and ethical supply chain for nickel and other inputs. Unlike the wet tropics, where HPAL submarine tailings disposal and rain forest habitat destruction are problematic, the semi-arid, temperate KNP is located in the Great Western Woodlands that is an environment amenable to best practice progressive disposal of tailings in open pit voids. The KNP is located in one of the world’s premier mining jurisdictions with unquestionable geopolitical acceptance (WA ranked 2nd in the Fraser Institute Investment Attractiveness index) and none of the land-use and societal conflicts that commonly characterise nickel laterite proposals elsewhere. All KNP Goongarrie Hub production tenure is on granted Mining Leases with Native Title Agreement in place.

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CAUTIONARY NOTE REGARDING FORWARD-LOOKING INFORMATION

This news release contains forward-looking statements and forward-looking information within the meaning of applicable Australian securities laws, which are based on expectations, estimates and projections as of the date of this news release.

This forward-looking information includes, or may be based upon, without limitation, estimates, forecasts and statements as to management’s expectations with respect to, among other things, the timing and amount of funding required to execute the Company’s exploration, development and business plans, capital and exploration expenditures, the effect on the Company of any changes to existing legislation or policy, government regulation of mining operations, the length of time required to obtain permits, certifications and approvals, the success of exploration, development and mining activities, the geology of the Company’s properties, environmental risks, the availability of labour, the focus of the Company in the future, demand and market outlook for precious metals and the prices thereof, progress in development of mineral properties, the Company’s ability to raise funding privately or on a public market in the future, the Company’s future growth, results of operations, performance, and business prospects and opportunities. Wherever possible, words such as “anticipate”, “believe”, “expect”, “intend”, “may” and similar expressions have been used to identify such forward-looking information. Forward-looking information is based on the opinions and estimates of management at the date the information is given, and on information available to management at such time.

Forward-looking information involves significant risks, uncertainties, assumptions, and other factors that could cause actual results, performance, or achievements to differ materially from the results discussed or implied in the forward-looking information. These factors, including, but not limited to, the ability to create and spin-out a gold focussed Company, fluctuations in currency markets, fluctuations in commodity prices, the ability of the Company to access sufficient capital on favourable terms or at all, changes in national and local government legislation, taxation, controls, regulations, political or economic developments in Australia or other countries in which the Company does business or may carry on business in the future, operational or technical difficulties in connection with exploration or development activities, employee relations, the speculative nature of mineral exploration and development, obtaining necessary licenses and permits, diminishing quantities and grades of mineral reserves, contests over title to properties, especially title to undeveloped properties, the inherent risks involved in the exploration and development of mineral properties, the uncertainties involved in interpreting drill results and other geological data, environmental hazards, industrial accidents, unusual or unexpected formations, pressures, cave-ins and flooding, limitations of insurance coverage and the possibility of project cost overruns or unanticipated costs and expenses, and should be considered carefully. Many of these uncertainties and contingencies can affect the Company’s actual results and could cause actual results to differ materially from those expressed or implied in any forward-looking statements made by, or on behalf of, the Company. Prospective investors should not place undue reliance on any forward-looking information.

Although the forward-looking information contained in this news release is based upon what management believes, or believed at the time, to be reasonable assumptions, the Company cannot assure prospective purchasers that actual results will be consistent with such forward-looking information, as there may be other factors that cause results not to be as anticipated, estimated or intended, and neither the Company nor any other person assumes responsibility for the accuracy and completeness of any such forward-looking information. The Company does not undertake, and assumes no obligation, to update or revise any such forward-looking statements or forward-looking information contained herein to reflect new events or circumstances, except as may be required by law.

No stock exchange, regulation services provider, securities commission or other regulatory authority has approved or disapproved the information contained in this news release.

Competent Persons statement

The information in this report that relates to planning for nickel sulphide exploration is based on information reviewed or compiled by Matthew McCarthy, who is a Member of the Australian Institute of Geoscientists. Mr McCarthy is a full-time employee of Ardea Resources Limited and has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration, and to the activities undertaken, to qualify as a Competent Person as defined in the 2012 Edition of the Joint Ore Reserves Committee (JORC) Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves. Mr McCarthy consents to the inclusion in this report of the information in the form and context in which it appears.

Ardea wishes to clarify that its current Kalgoorlie Nickel Project (KNP) Mineral Resource Estimate (MRE) following JORC Code (2012) guidelines is:

Camp	Resource Size Ni Co Contained Metal
	Category (Mt) (%) (%) Ni(kt) Co(kt)
KNP TOTAL	Measured 22 0.94 0.079 207 17
	Indicated 361 0.73 0.047 2,622 169
	Inferred 471 0.70 0.043 3,272 200
GRAND TOTAL	Combined 854 0.71 0.045 6,101 386

Note: 0.5% nickel cutoff grade used to report resources. Minor discrepancies may occur due to rounding of appropriate significant figures.

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The Mineral Resource Estimate information shown in this ASX release has been previously released on the ASX platform by Ardea in ASX release 30 June 2023, in accordance with Listing Rule 5.8.

The Company confirms that it is not aware of any new information or data that materially affects the information included in the previous market announcement noted above and that all material assumptions and technical parameters underpinning the Mineral Resource Estimate in the previous market announcement continue to apply and have not materially changed. The Company confirms that the form and context in which the Competent Persons’ findings are presented have not been materially modified from the original market announcements.

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