AUSTIN METALS LIMITED — Share Issue/Capital Change 2021

Jul 25, 2021

Notification of Issue, Conversion or Payment up of Unquoted Equity Securities

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Announcement Summary

Entity name

SILVER CITY MINERALS LIMITED

Date of this announcement

Monday July 26, 2021

The +securities the subject of this notification are:

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+Other securities issued under an +employee incentive scheme that are not intended to be quoted on ASX

Total number of +securities to be issued/transferred

		Total number of
ASX +security		+securities to be
code	Security description	issued/transferred	Issue date
New class - code	Class A Performance Shares	2,500,000	26/07/2021
to be confirmed
New class - code	Class B Performance Shares	2,500,000	26/07/2021
to be confirmed
New class - code	Class A Incentive Options	2,500,000	26/07/2021
to be confirmed
New class - code	Class B Incentive Options	2,500,000	26/07/2021
to be confirmed

Refer to next page for full details of the announcement

Notification of Issue, Conversion or Payment up of Unquoted E it S iti

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Notification of Issue, Conversion or Payment up of Unquoted Equity Securities

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Part 1 - Entity and announcement details

1.1 Name of entity

SILVER CITY MINERALS LIMITED

We (the entity named above) give notice of the issue, conversion or payment up of the following unquoted +securities.

1.2 Registered number type

ABN

Registration number

68130933309

1.3 ASX issuer code

SCI

1.4 The announcement is

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New announcement

1.5 Date of this announcement

26/7/2021

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Notification of Issue, Conversion or Payment up of Unquoted Equity Securities

Part 2 - Issue details

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2.1 The +securities the subject of this notification are:

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+Other securities issued under an +employee incentive scheme that are not intended to be quoted on ASX

2.2a This notification is given in relation to an issue of +securities in a class which is not quoted on ASX and which:

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does not have an existing ASX security code ("new class")

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Part 3C - number and type of +securities the subject of this notification (new class) where issue has not previously been notified to ASX in an Appendix 3B

ASX +security code New class - code to be confirmed	+Security description Class A Performance Shares
+Security type	ISIN code
Other

Date the +securities the subject of this notification were issued 26/7/2021

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

Were any of the +securities issued to +key management personnel (KMP) or an +associate? Yes

Provide details of the KMP or +associates being issued +securities.

Name of KMP	Name of registered holder	Number of +securities
Sonu Cheema	Held Directly	500,000
Leo Horn	Held Indirectly	1,500,000
Thomas Pickett	Held Directly	500,000

Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities being issued. https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02381536-2A1301778?access_token=8 3ff96335c2d45a094df02a206a39ff4

Please provide a URL link for a document lodged with ASX detailing the terms of the +employee incentive scheme or a summary of the terms https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02381536-2A1301778?access_token=8 3ff96335c2d45a094df02a206a39ff4

Any other information the entity wishes to provide about the +securities the subject of this notification

Notification of Issue, Conversion or Payment up of Unquoted E it S iti

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Notification of Issue, Conversion or Payment up of Unquoted Equity Securities

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Issue details

Number of +securities

2,500,000

ASX +security code New class - code to be confirmed	+Security description Class B Performance Shares
+Security type	ISIN code
Other

Date the +securities the subject of this notification were issued

26/7/2021

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

Were any of the +securities issued to +key management personnel (KMP) or an +associate? Yes

Provide details of the KMP or +associates being issued +securities.

Name of KMP	Name of registered holder	Number of +securities
Sonu Cheema	Held Directly	500,000
Leo Horn	Held Indirectly	1,500,000
Thomas Pickett	Held Directly	500,000

Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities being issued. https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02381536-2A1301778?access_token=8 3ff96335c2d45a094df02a206a39ff4

Please provide a URL link for a document lodged with ASX detailing the terms of the +employee incentive scheme or a summary of the terms https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02381536-2A1301778?access_token=8 3ff96335c2d45a094df02a206a39ff4

Notification of Issue, Conversion or Payment up of Unquoted E it S iti

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Notification of Issue, Conversion or Payment up of Unquoted Equity Securities

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Any other information the entity wishes to provide about the +securities the subject of this notification

Issue details

Number of +securities 2,500,000

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----- Start of picture text -----

ASX +security code +Security description
New class - code to be confirmed Class A Incentive Options
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ASX +security code New class - code to be confirmed	+Security description Class A Incentive Options
+Security type	ISIN code
Options
Date the +securities the subject of this	notification were issued
26/7/2021
Will all the +securities issued in this class rank equally in all respects from their issue date?
Yes

Were any of the +securities issued to +key management personnel (KMP) or an +associate? Yes

Provide details of the KMP or +associates being issued +securities.

Name of KMP	Name of registered holder	Number of +securities
Sonu Cheema	Held Directly	500,000
Leo Horn	Held Indirectly	1,500,000
Thomas Pickett	Held Directly	500,000

Have you received confirmation from ASX that the terms of the +securities are appropriate and equitable under listing rule 6.1?

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No

Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities being issued. https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02381536-2A1301778?access_token=8 3ff96335c2d45a094df02a206a39ff4

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Notification of Issue, Conversion or Payment up of Unquoted Equity Securities

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Options Details

+Security currency AUD - Australian Dollar

Exercise price Expiry date AUD 0.05000000 30/6/2023

Details of the existing class of +security that will be issued upon exercise or conversion of this new class of company option

SCIAA : OPTION EXPIRING VARIOUS DATES EX VARIOUS PRICES

Please provide a URL link for a document lodged with ASX detailing the terms of the +employee incentive scheme or a summary of the terms https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02381536-2A1301778?access_token=8 3ff96335c2d45a094df02a206a39ff4

Any other information the entity wishes to provide about the +securities the subject of this notification

Issue details

Number of +securities

2,500,000

ASX +security code +Security description New class - code to be confirmed Class B Incentive Options

+Security type ISIN code Options

Date the +securities the subject of this notification were issued

26/7/2021

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

Were any of the +securities issued to +key management personnel (KMP) or an +associate? Yes

Provide details of the KMP or +associates being issued +securities.

Notification of Issue, Conversion or Payment up of Unquoted E it S iti

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Notification of Issue, Conversion or Payment up of Unquoted Equity Securities

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Name of KMP	Name of registered holder	Number of +securities
Sonu Cheema	Held Directly	500,000
Leo Horn	Held Indirectly	1,500,000
Thomas Pickett	Held Directly	500,000

Have you received confirmation from ASX that the terms of the +securities are appropriate and equitable under listing rule 6.1?

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No

Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities being issued. https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02381536-2A1301778?access_token=8 3ff96335c2d45a094df02a206a39ff4

Options Details

+Security currency Exercise price Expiry date AUD - Australian Dollar AUD 0.10000000 30/6/2024

Details of the existing class of +security that will be issued upon exercise or conversion of this new class of company option

SCIAA : OPTION EXPIRING VARIOUS DATES EX VARIOUS PRICES

Please provide a URL link for a document lodged with ASX detailing the terms of the +employee incentive scheme or a summary of the terms https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02381536-2A1301778?access_token=8 3ff96335c2d45a094df02a206a39ff4

Any other information the entity wishes to provide about the +securities the subject of this notification

Issue details

Number of +securities

2,500,000

Notification of Issue, Conversion or Payment up of Unquoted E it S iti

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Notification of Issue, Conversion or Payment up of Unquoted Equity Securities

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Part 4 - +Securities on issue

Following the issue, conversion or payment up of the +securities the subject of this application, the +securities of the entity will comprise:

(A discrepancy in these figures compared to your own may be due to a matter of timing if there is more than one application for quotation/issuance currently with ASX for processing.)

4.1 Quoted +Securities (Total number of each +class of +securities quoted)

	Total number of
ASX +security code and description	+securities on issue
SCI : ORDINARY FULLY PAID	561,078,103
4.2 Unquoted +Securities (Total number of each +class of +securities issued but	not quoted on ASX)
	Total number of
ASX +security code and description	+securities on issue
SCIAR : OPTION EXPIRING 31-OCT-2022 EX 2C	45,788,750
SCIAA : OPTION EXPIRING VARIOUS DATES EX VARIOUS PRICES	30,750,000
New class - code to be confirmed : Class A Performance Shares	2,500,000
New class - code to be confirmed : Class B Performance Shares	2,500,000
New class - code to be confirmed : Class A Incentive Options	2,500,000
New class - code to be confirmed : Class B Incentive Options	2,500,000

4.2 Unquoted +Securities (Total number of each +class of +securities issued but not quoted on ASX)

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Part 5 - Other Listing Rule requirements

5.1 Were the +securities issued under an exception in Listing Rule 7.2 and therefore the issue did not need any security holder approval under Listing Rule 7.1? Yes

5.1a Select the number of the applicable exception in Listing Rule 7.2

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