BATHURST RESOURCES LIMITED. — Capital/Financing Update 2021

Jan 28, 2021

Level 12, 1 Willeston Street, Wellington 6011, New Zealand PO Box 5963 Lambton Quay, Wellington 6145, New Zealand P. +64 4 499 6830 F. +64 4 974 5218 E. wellington@bathurst.co.nz

29 January 2021

Australian Securities Exchange Level 4, 20 Bridge Street SYDNEY NSW 2000

AUD $10M CONVERTIBLE BONDS ISSUE TO REFINANCE MATURING DEBT INSTRUMENTS

Directors of Bathurst Resources Limited (“BRL”) advise that AUD convertible bonds (“AUD bonds”) will be issued on the 1 February 2021 to wholesale investors.

The AUD bonds are being issued to preserve working capital during the period of historically lower export pricing, and to largely refinance the Company’s USD subordinated bonds and NZD convertible notes which mature on the same date.

Key details of the AUD bonds are as follows:

Issue date: 1 February 2021 Maturity date: 1 August 2022 Coupon: 9 percent (payable semi-annually) Face value: AUD $10m in aggregate Subscription price per bond: AUD $50k Conversion price: AUD 0.049 per share Maximum conversion shares: 204,081,600 (1,020,408 per bond x 200 AUD bonds)

The terms of the AUD Bonds were agreed on 31 December 2020 with the conversion price at a 30% premium over the 90 day VWAP of BRL shares up to 31 December 2020.

A summary of terms of the AUD bond is provided on the next page.

On behalf of Bathurst Resources Limited.

==> picture [73 x 47] intentionally omitted <==

Russell Middleton Director

Summary of AUD bond terms

Issueprice	AUD$50kper bond
Issue date	1 February2021
Maturitydate	18 months from date of issue(1 August 2022)
Interestpayment	Semi-annual interestpayment of 9%p.a.
Bonds issued	200
Face value	AUD$10 million in aggregate
Conversion	• Each bond can be converted into ordinary shares in BRL at the election ofthe holder any time between 1 May 2021 and 10 business days before thematurity date.• Each bond converts into ordinary shares at a fixed conversion ratio, beingthe aggregate issue price divided by a fixed conversion price of AUD$0.049.• Should shareholder approval be required to facilitate conversion intoordinary shares in BRL, then BRL intends to seek shareholder approval forthe conversion of the AUD bonds.
Early redemption	• The bond holder at any time after the issue date and before the maturitydate can redeem the bonds if BRL’s shares cease to be listed or admitted totrading on the ASX, or are suspended for trading for more than 90consecutive trading days; or an event of default occurs; or a change ofcontrol occurs.• BRL can at any time between 1 July 2021 and 10 days before maturity dateelect for the redemption of the bonds, at an amount equal to 105% of theface value of the bonds.
Security	The bonds are a secured debt security. BRL will grant the bond holders ageneral security interest in respect of all of BRL’s present and after acquiredproperty,excludingcertain assets.
Ranking	Except as required by law and subject to any permitted security interest, thebonds will rank ahead of all unsecured and subordinated obligations of BRL.The bond holders will have the right to payment equal to the sum of the issuepriceplus accrued interest.

www.bathurst.co.nz