AVIRA RESOURCES LTD — Capital/Financing Update 2021

Sep 16, 2021

Proposed issue of securities

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Announcement Summary

Entity name

AVIRA RESOURCES LTD

Announcement Type

New announcement

Date of this announcement

17/9/2021

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
AVW	ORDINARY FULLY PAID	343,750,000
AVWO	OPTION EXPIRING 10-JUL-2022	443,750,000

Proposed +issue date

23/9/2021

Refer to next page for full details of the announcement

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Part 1 - Entity and announcement details

1.1 Name of +Entity

AVIRA RESOURCES LTD

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

38131715645

1.3 ASX issuer code

AVW

1.4 The announcement is

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New announcement

1.5 Date of this announcement

17/9/2021

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 29/11/2021 Estimated No

Comments

Issue of 1 for 1 Free attaching Placement options and Advisor Options are subject to shareholder approval at the AGM. The estimated issue date 30/11/2021

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? Yes

Details of +securities proposed to be issued

ASX +security code and description

AVW : ORDINARY FULLY PAID

Number of +securities proposed to be issued

343,750,000

Offer price details

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

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Yes

In what currency is the cash

What is the issue price per

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consideration being paid? AUD - Australian Dollar

+security? AUD 0.00400

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

Attaching +Security

Is the proposed attaching 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

Attaching +Security - Existing class (additional +securities in a class that is already quoted or recorded by ASX)

Details of attaching +securities proposed to be issued

ASX +security code and description

AVWO : OPTION EXPIRING 10-JUL-2022

Number of +securities proposed to be issued

343,750,000

Offer price details

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

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No

Please describe the consideration being provided for the +securities

Participants to the Placement will receive a 1 for 1 free attaching listed AVWO option exercisable at $0.01 on or before 10 July 2022

The options will be issued subject to shareholder approval. The anticipated date of issue is 30/11/2021.

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

687,500.000000

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

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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)? Existing class

Details of +securities proposed to be issued

ASX +security code and description

AVWO : OPTION EXPIRING 10-JUL-2022

Number of +securities proposed to be issued

100,000,000

Offer price details

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

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Yes

In what currency is the cash What is the issue price per consideration being paid? +security? AUD - Australian Dollar AUD 0.00001

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

23/9/2021

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 29/11/2021

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7D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue? No

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?

CPS Capital Group Pty Ltd (ABN: 73 088 055 636) (CPS) have been engaged by the Company as Broker and Lead Manager to the Placement and retained as Corporate Advisor.

7E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker?

CPS and or its Nominees will receive a Management fee of 1%, plus GST, for managing the Share placement. (Management Fee). CPS and or its Nominees will receive a Placement fee of 5%, plus GST, for funds raised via the Placement. (Placing Fee). CPS and or its Nominees will receive 100,000,000 AVWO Options subject to shareholder approval at the forthcoming AGM (Adviser Options). These options are issued to the Advisor or its Nominee at $0.00001 per option to raise $1,000. CPS's existing Corporate Advisory Mandate will be extended to be valid for a minimum of 12 months from execution of this appointment.

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

Part 7F - Further Information

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

Funds raised via the Placement will be applied to progressing the exploration activities on both Paterson Range and Wyloo projects, project generation activities and general working capital purposes.

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

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

The expected issue date for the placement shares is 23/09/2021

The anticipated issue date for the 1-for-1 free attaching options and the Advisor Options is 30/11/2021, subject to approval being granted by shareholders at the AGM.

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)

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