BLACK ROCK MINING LIMITED — Capital/Financing Update 2021

Feb 10, 2021

Proposed issue of securities

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Update Summary

Entity name BLACK ROCK MINING LIMITED

Announcement Type

Update to previous announcement

Date of this announcement

Thursday February 11, 2021

Reason for update to a previous announcement

Issue of shares to Posco to require shareholder approval under ASX Listing Rule 7.1

Refer to next page for full details of the announcement

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Proposed issue of securities

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Part 1 - Entity and announcement details

1.1 Name of +Entity

BLACK ROCK MINING 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.

1.2 Registered Number Type Registration Number ACN 094551336

1.3 ASX issuer code

BKT

1.4 The announcement is

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Update/amendment to previous announcement

1.4a Reason for update to a previous announcement

Issue of shares to Posco to require shareholder approval under ASX Listing Rule 7.1

1.4b Date of previous announcement(s) to this update

Thursday December 17, 2020

1.5 Date of this announcement

Thursday February 11, 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 - Are any of the following approvals required for the placement or other type of issue? +Security holder approval Court approval Lodgement of court order with +ASIC ACCC approval FIRB approval Another approval/condition external to the entity 7A.1a Conditions Approval/Condition FIRB approval Date for determination Tuesday March 23, 2021 Is the date estimated or actual? * Approval* received/condition met? Comments Approval/Condition +Security holder approval Date for determination Tuesday March 23, 2021 Is the date estimated or actual? Approval received/condition met? Comments Approval/Condition Other (please specify in comment section) Date for determination Wednesday March 31, 2021 Is the date estimated or actual? * Approval* received/condition met? Comments Tanzanian Fair Competition Commission 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)? Will the proposed issue of this +security include an offer of attaching +securities?** No Existing class Estimated Estimated Estimated Yes	7A.1 - Are any of the following approvals required for the placement or other type of issue? +Security holder approval Court approval Lodgement of court order with +ASIC ACCC approval FIRB approval Another approval/condition external to the entity 7A.1a Conditions Approval/Condition FIRB approval Date for determination Tuesday March 23, 2021 Is the date estimated or actual? * Approval* received/condition met? Comments Approval/Condition +Security holder approval Date for determination Tuesday March 23, 2021 Is the date estimated or actual? Approval received/condition met? Comments Approval/Condition Other (please specify in comment section) Date for determination Wednesday March 31, 2021 Is the date estimated or actual? * Approval* received/condition met? Comments Tanzanian Fair Competition Commission 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)? Will the proposed issue of this +security include an offer of attaching +securities?** No Existing class Estimated Estimated Estimated Yes	7A.1 - Are any of the following approvals required for the placement or other type of issue? +Security holder approval Court approval Lodgement of court order with +ASIC ACCC approval FIRB approval Another approval/condition external to the entity 7A.1a Conditions Approval/Condition FIRB approval Date for determination Tuesday March 23, 2021 Is the date estimated or actual? * Approval* received/condition met? Comments Approval/Condition +Security holder approval Date for determination Tuesday March 23, 2021 Is the date estimated or actual? Approval received/condition met? Comments Approval/Condition Other (please specify in comment section) Date for determination Wednesday March 31, 2021 Is the date estimated or actual? * Approval* received/condition met? Comments Tanzanian Fair Competition Commission 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)? Will the proposed issue of this +security include an offer of attaching +securities?** No Existing class Estimated Estimated Estimated Yes	7A.1 - Are any of the following approvals required for the placement or other type of issue? +Security holder approval Court approval Lodgement of court order with +ASIC ACCC approval FIRB approval Another approval/condition external to the entity 7A.1a Conditions Approval/Condition FIRB approval Date for determination Tuesday March 23, 2021 Is the date estimated or actual? * Approval* received/condition met? Comments Approval/Condition +Security holder approval Date for determination Tuesday March 23, 2021 Is the date estimated or actual? Approval received/condition met? Comments Approval/Condition Other (please specify in comment section) Date for determination Wednesday March 31, 2021 Is the date estimated or actual? * Approval* received/condition met? Comments Tanzanian Fair Competition Commission 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)? Will the proposed issue of this +security include an offer of attaching +securities?** No Existing class Estimated Estimated Estimated Yes	7A.1 - Are any of the following approvals required for the placement or other type of issue? +Security holder approval Court approval Lodgement of court order with +ASIC ACCC approval FIRB approval Another approval/condition external to the entity 7A.1a Conditions Approval/Condition FIRB approval Date for determination Tuesday March 23, 2021 Is the date estimated or actual? * Approval* received/condition met? Comments Approval/Condition +Security holder approval Date for determination Tuesday March 23, 2021 Is the date estimated or actual? Approval received/condition met? Comments Approval/Condition Other (please specify in comment section) Date for determination Wednesday March 31, 2021 Is the date estimated or actual? * Approval* received/condition met? Comments Tanzanian Fair Competition Commission 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)? Will the proposed issue of this +security include an offer of attaching +securities?** No Existing class Estimated Estimated Estimated Yes	7A.1 - Are any of the following approvals required for the placement or other type of issue? +Security holder approval Court approval Lodgement of court order with +ASIC ACCC approval FIRB approval Another approval/condition external to the entity 7A.1a Conditions Approval/Condition FIRB approval Date for determination Tuesday March 23, 2021 Is the date estimated or actual? * Approval* received/condition met? Comments Approval/Condition +Security holder approval Date for determination Tuesday March 23, 2021 Is the date estimated or actual? Approval received/condition met? Comments Approval/Condition Other (please specify in comment section) Date for determination Wednesday March 31, 2021 Is the date estimated or actual? * Approval* received/condition met? Comments Tanzanian Fair Competition Commission 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)? Will the proposed issue of this +security include an offer of attaching +securities?** No Existing class Estimated Estimated Estimated Yes
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	T	anzanian Fair	Competition Commission
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		ass' (+secur t yet quoted an 'Existing curities in a oted or rec Existing clas	ities in a class that is or recorded by ASX) class' (additional class that is already orded by ASX)? +security include an off attaching +securities? No s	er of

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Proposed issue of securities

Details of +securities proposed to be issued

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ASX +security code and description BKT : ORDINARY FULLY PAID Number of +securities proposed to be issued 126,020,001 Reason for the update of 'Maximum Number of +securities proposed to be issued' Offer price details Are the +securities proposed to be issued being issued for a cash consideration? No Please describe the consideration being provided for the +securities USD$7,500,000 Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities 10,374,113.590000 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 Wednesday March 31, 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 Tuesday March 23, 2021

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7D.1c ( ii ) Please explain why the entity has chosen to do a placement rather than a +pro rata issue or an offer under a +security purchase plan in which existing ordinary +security holders would have been eligible to participate

Strategic Alliance Investment with Posco of Korea to align a global partner to the Company's Mahenge Graphite Project

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? No 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 Strategic Alliance Agreement with Posco of Korea to align offtake & prepayment funding facility funds raised to be used as part of FEED & working capital 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

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