Atlantic Lithium Limited — Capital/Financing Update 2024

Oct 24, 2024

Appendix 3B - Proposed issue of securities

==> picture [21 x 22] intentionally omitted <==

Announcement Summary

Entity name

ATLANTIC LITHIUM LIMITED

Announcement Type

New announcement

Date of this announcement

25/10/2024

The Proposed issue is:

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
A11	ORDINARY FULLY PAID	43,478,261
Proposed +issue date
30/10/2024

Refer to next page for full details of the announcement

Appendix 3B - Proposed issue of securities

1 / 5

Appendix 3B - Proposed issue of securities

==> picture [21 x 22] intentionally omitted <==

Part 1 - Entity and announcement details

1.1 Name of +Entity

ATLANTIC LITHIUM 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

127215132

1.3 ASX issuer code

A11

1.4 The announcement is

New announcement

1.5 Date of this announcement

25/10/2024

1.6 The Proposed issue is:

A placement or other type of issue

Appendix 3B - Proposed issue of securities

2 / 5

Appendix 3B - Proposed issue of securities

==> picture [21 x 22] intentionally omitted <==

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 29/11/2024 Estimated

Comments

The proposed issue of securities will take place in two tranches. The first tranche (9,442,378 ordinary shares) does not require any external approvals to be obtained or other conditions satisfied. The second tranche requires shareholder approval at the AGM under Listing Rule 10.11 and the Company's constitution as it will be issued to the following parties:

• 32,775,013 ordinary shares to be issued to Assore, the Company's largest shareholder

• 1,260,870 ordinary shares to be issued to Directors of the Company

The issue date of the second tranche of shares is estimated to be on or about 6 December 2024.

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)? Existing class

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

Details of +securities proposed to be issued

ASX +security code and description

A11 : ORDINARY FULLY PAID

Number of +securities proposed to be issued

43,478,261

Offer price details

Are the +securities proposed to be issued being issued for a cash consideration? Yes

In what currency is the cash What is the issue price per consideration being paid? +security? AUD - Australian Dollar AUD 0.23000

Appendix 3B - Proposed issue of securities

3 / 5

Appendix 3B - Proposed issue of securities

==> picture [21 x 22] intentionally omitted <==

Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes

Part 7C - Timetable

7C.1 Proposed +issue date 30/10/2024

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? No

7D.1b Are any of the +securities proposed to be issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1? Yes

7D.1b ( i ) How many +securities are proposed to be issued without security holder approval using the entity's 15% placement capacity under listing rule 7.1? 9,442,378

7D.1c Are any of the +securities proposed to be issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A (if applicable)? No 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? Yes 7E.1a Who is the lead manager/broker? Canaccord Genuity (Australia) Limited 7E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker? $25,000 plus 6% of the Tranche 1 proceeds. 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

Appendix 3B - Proposed issue of securities

4 / 5

Appendix 3B - Proposed issue of securities

==> picture [21 x 22] intentionally omitted <==

Part 7F - Further Information

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

To fund the Company's flagship Ewoyaa Lithium Project in Ghana towards the Project Final Investment Decision and working capital requirements.

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

7F.3 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 cleansing notice under section 708A(5), 708AA(2)(f), 1012DA(5) or 1012DAA(2)(f)

Appendix 3B - Proposed issue of securities

5 / 5