CARNABY RESOURCES LIMITED — Capital/Financing Update 2020

Sep 8, 2020

Proposed issue of securities

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Announcement Summary

Entity name

CARNABY RESOURCES LIMITED

Announcement Type

New announcement

Date of this announcement

Wednesday September 9, 2020

The Proposed issue is:

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An offer of securities under a securities purchase plan A placement or other type of issue

Total number of +securities proposed to be issued for an offer of securities under a securities purchase plan

Maximum Number of ASX +security code +Security description +securities to be issued CNB ORDINARY FULLY PAID 3,333,333

+Record date

Tuesday September 8, 2020

Offer closing date

Wednesday October 7, 2020

+Issue date

Wednesday October 14, 2020

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
CNB	ORDINARY FULLY PAID	8,844,420

Proposed +issue date

Tuesday September 15, 2020

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

CARNABY RESOURCES 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

ACN

Registration Number

610855064

1.3 ASX issuer code

CNB

1.4 The announcement is

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New announcement

1.5 Date of this announcement

Wednesday September 9, 2020

1.6 The Proposed issue is:

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An offer of +securities under a +securities purchase plan A placement or other type of issue

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Part 4 - Details of proposed offer under securities purchase plan

Part 4A - Conditions

4A.1 - Are any of the following approvals required for the offer of +securities under the +securities purchase plan issue to be unconditional? +Security holder approval Court approval Lodgement of court order with +ASIC ACCC approval FIRB approval Another approval/condition external to the entity

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No

Part 4B - Offer details

Class or classes of +securities that will participate in the proposed issue and class or classes of +securities proposed to be issued

ASX +security code and description CNB : ORDINARY FULLY PAID 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 CNB : ORDINARY FULLY PAID Maximum total number of those +securities that could be issued if all offers under the +securities purchase plan are accepted 3,333,333 Will the offer be conditional on applications for a minimum number of +securities being received or a minimum amount being raised (i.e. a minimum subscription condition)? Yes Describe the minimum subscription condition 6,666

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Will the offer be conditional on applications for a maximum number of +securities being received or a maximum amount being raised (i.e. a maximum subscription condition)? Yes Describe the maximum subscription condition 100,000 Will individual security holders be required to accept the offer for a minimum number or value of +securities (i.e. a minimum acceptance condition)? Yes Is the minimum acceptance unit based or dollar based? Dollar based ($)

Please enter the minimum acceptance value

$ 2,000 Will individual security holders be limited to accepting the offer for a maximum number or value of +securities (i.e. a maximum acceptance condition)? Yes Is the maximum acceptance unit based or dollar based? Dollar based ($) Please enter the maximum acceptance value $ 30,000 Describe all the applicable parcels available for this offer in number of securities or dollar value $30,000 $25,000 $20,000 $15,000 $10,000 $5,000 $2,000

Offer price details
Has the offer price been determined?
Yes
In what currency will the offer	What is the offer price per
be made?	+security?
AUD - Australian Dollar	AUD 0.30000
Oversubscription & Scale back details
Will a scale back be applied if the offer is over-subscribed?
Yes

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Describe the scale back arrangements

Depending on applications received, the Company may, in its absolute discretion, undertake a scale back so that not more than $1 million is raised under the Plan. Scale back decisions are made by the Board and are final.

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

Part 4C - Timetable

4C.1 Date of announcement of +security purchase plan

Wednesday September 9, 2020

4C.2 +Record date

Tuesday September 8, 2020

4C.3 Date on which offer documents will be made available to investors

Thursday September 17, 2020

4C.4 Offer open date

Thursday September 17, 2020

4C.5 Offer closing date

Wednesday October 7, 2020

4C.6 Announcement of results

Monday October 12, 2020

4C.7 +Issue date

Wednesday October 14, 2020

Part 4D - Listing Rule requirements

4D.1 Does the offer under the +securities purchase plan meet all of the requirements of listing rule 7.2 exception 5 or do you have a waiver from those requirements? Yes

Part 4E - Fees and expenses

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4E.1 Will there be a lead manager or broker to the proposed offer? Yes

4E.1a Who is the lead manager/broker?

Canaccord Genuity (Australia) Limited

4E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker?

2% of gross proceeds

4E.2 Is the proposed offer to be underwritten? No

4E.3 Will brokers who lodge acceptances or renunciations on behalf of eligible +security holders be paid a handling fee or commission? No

4E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed offer No other material costs or fees

Part 4F - Further Information

4F.01 The purpose(s) for which the entity intends to use the cash raised by the proposed issue

1. Accelerated exploration and development plans of the Company's exploration and development projects; and 2. Corporate overheads and general working capital purposes. For further details refer to ASX announcement dated 9 September 2020

4F.1 Will the entity be changing its dividend/distribution policy if the proposed offer is successful? No

4F.2 Countries in which the entity has +security holders who will not be eligible to accept the proposed offer All countries except Australia and New Zealand

4F.3 URL on the entity's website where investors can download information about the proposed offer https://carnabyresources.com.au/investor-resources/asx-announcements/

4F.4 Any other information the entity wishes to provide about the proposed offer

Not applicable

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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

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No

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

CNB : ORDINARY FULLY PAID

Number of +securities proposed to be issued

8,844,420

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 0.30000

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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Part 7C - Timetable

7C.1 Proposed +issue date

Tuesday September 15, 2020

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?

8844420

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? 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?

Canaccord Genuity (Australia) Limited

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

6% of gross proceeds

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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 No other material fees and costs Part 7F - Further Information

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

1. Accelerated exploration and development plans of the Company's exploration and development projects; and 2. Corporate overheads and general working capital purposes. For further details refer to ASX announcement dated 9 September 2020

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 Not applicable

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