CASPIN RESOURCES LIMITED — Capital/Financing Update 2023

Apr 10, 2023

Proposed issue of securities

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Announcement Summary

Entity name

CASPIN RESOURCES LIMITED

Announcement Type

New announcement

Date of this announcement

11/4/2023

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
New class-code to be	Unlisted options ($0.60, expiry three years from date of	811,287
confirmed	issue)
CPN	ORDINARY FULLY PAID	12,666,667

Proposed +issue date

17/4/2023

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

CASPIN 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.

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

33641813587

1.3 ASX issuer code

CPN

1.4 The announcement is

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New announcement

1.5 Date of this announcement

11/4/2023

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 30/5/2023 Estimated

Comments

Tranche 1 shares to be issued 17 April 2023. Shareholder approval required for issue of 333,333 shares to related party on same terms of placement (30c per share) and issue of options to lead manager (tranche 2).

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

CPN : ORDINARY FULLY PAID

Number of +securities proposed to be issued

12,666,667

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? +security? AUD - Australian Dollar AUD 0.30000

	Will these +securities rank equally in all respects from their issue date with	Will these +securities rank equally in all respects from their issue date with
	the existing issued +securities in that class?
	Yes
	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)?
	New class
	Details of +securities proposed to be issued
	ISIN Code (if Issuer is a foreign company and +securities are non CDIs)
	Have you received confirmation from	Will the entity be seeking quotation
	ASX that the terms of the proposed	of the 'new' class of +securities on
	+securities are appropriate and	ASX?
	equitable under listing rule 6.1?	No
	No
	ASX +security code New class-code to be confirmed	+Security description Unlisted options ($0.60, expiry three years from date of issue)
	+Security type
	Options
	Number of +securities proposed to be	issued
	811,287
	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 Issued to Lead Manager in part consideration for services provided.
	Please provide an estimate of the AUD equivalent of the consideration being
	provided for the +securities
	120,070.000000

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

Options details
+Security currency Exercise price	Expiry date
AUD - Australian Dollar AUD 0.6000	30/5/2026
Details of the type of +security that will be issued if the option is exercised
CPN : ORDINARY FULLY PAID
Number of securities that will be issued if the option is exercised
One fully paid ordinary share (ASX:CPN)
Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities
proposed to be issued or provide the information by separate announcement.
To be set out in detail in notice of meeting.

Part 7C - Timetable 7C.1 Proposed +issue date 17/4/2023

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?

11,239,849

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)? Yes

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7D.1c ( i ) How many +securities are proposed to be issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A?

1,093,485

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

Predominantly due to timing and cost. Note an SPP will also be undertaken on the same terms of the placement to all eligible shareholders.

7D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue? Yes

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?

Bell Potter

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

6% fee (excluding specified investors), and the issue of 811,287 options ($0.30, 3 year expiry from date of issue).

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

ASX listing fees, costs of shareholder meeting, and legal fees.

Part 7F - Further Information

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

To continue its exploration programs at the Yarawindah Brook PGE-Ni-Cu Project and the Mount Squires Ni-Cu-Au Project, and provide general working capital.

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 tranche 1 and tranche 2 placement shares, totalling 12,333,334 will be issued Monday 17 April 2023. The balance of the placement of 333,333 shares to a related party, and the 811,287 lead manager options, will be issued upon receipt of shareholder approval anticipated to occur in late May.

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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