CORAZON MINING LIMITED — Capital/Financing Update 2024

Jun 17, 2024

Appendix 3B - Proposed issue of securities

==> picture [21 x 22] intentionally omitted <==

Announcement Summary

Entity name

CORAZON MINING LIMITED

Announcement Type

New announcement

Date of this announcement

17/6/2024

The Proposed issue is:

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
New class-code to be	Options exercisable at $0.01 on or before 30 June 2027	153,846,154
confirmed
CZN	ORDINARY FULLY PAID	153,846,154

+Record date

17/6/2024 Offer closing date 25/7/2024

+Issue date

1/8/2024

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	Options exercisable $0.01 on or before 30 June 2027	52,307,692
confirmed
New class-code to be	Options exercisable at $0.01 on or before 30 June 2027	12,000,000
confirmed
CZN	ORDINARY FULLY PAID	52,307,692

Proposed +issue date

26/6/2024

Refer to next page for full details of the announcement

Appendix 3B - Proposed issue of securities

1 / 13

Appendix 3B - Proposed issue of securities

==> picture [21 x 22] intentionally omitted <==

Part 1 - Entity and announcement details

1.1 Name of +Entity

CORAZON 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.

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

87112898825

1.3 ASX issuer code

CZN

1.4 The announcement is

New announcement

1.5 Date of this announcement

17/6/2024

1.6 The Proposed issue is:

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

Appendix 3B - Proposed issue of securities

2 / 13

Appendix 3B - Proposed issue of securities

==> picture [21 x 22] intentionally omitted <==

Part 4 - Details of proposed offer under securities purchase plan

Part 4A - Conditions

4A.1 Do any external approvals need to be obtained or other conditions satisfied before the offer of +securities under the +securities purchase plan issue can proceed on an unconditional basis? Yes

4A.1a Conditions

Approval/Condition Date for determination Is the date estimated or ** Approval actual? received/condition met? +Security holder approval 31/7/2024 Estimated

Comments

Shareholder approval will be sought for the issue of options to eligible participants who subscribe for Shares under the Share Purchase Plan

Appendix 3B - Proposed issue of securities

3 / 13

Appendix 3B - Proposed issue of securities

==> picture [21 x 22] intentionally omitted <==

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

CZN : ORDINARY FULLY PAID

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 CZN : ORDINARY FULLY PAID Maximum total number of those +securities that could be issued if all offers under the +securities purchase plan are accepted 153,846,154

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)? No 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 Maximum $1,000,000 Will individual security holders be required to accept the offer for a minimum number or value of +securities (i.e. a minimum acceptance condition)? Yes Is the minimum acceptance unit based or dollar based? Dollar based ($) Please enter the minimum acceptance value $ 5,000 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

Appendix 3B - Proposed issue of securities

4 / 13

Appendix 3B - Proposed issue of securities

==> picture [21 x 22] intentionally omitted <==

Describe all the applicable parcels available for this offer in number of securities or dollar value $5000 $10,000 $20,000 $30,000
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 0.00650
Oversubscription & Scale back details
Will a scale back be applied if the offer is over-subscribed?
Yes
Describe the scale back arrangements The Board reserves the right to reject or scale back any applications in its absolute discretion
Will these +securities rank equally in all respects from their issue date with the existing issued
+securities in that class?
Yes
Attaching +Security
The proposed attaching security can only be of an 'Existing class' (additional +securities in a class that is already
quoted or recorded by ASX)
New class

Attaching +Security - New class (+securities in a class that is not yet quoted or recorded by ASX)

Details of attaching +securities proposed to be issued

ISIN Code (if Issuer is a foreign company and +securities do not have +CDIs issued over them)

Have you received confirmation from ASX that the terms of the proposed +securities are appropriate and equitable under listing rule 6.1? Will the entity be seeking quotation of the 'new' class of +securities on ASX? ASX +security code New class-code to be confirmed +Security description Options exercisable at $0.01 on or before 30 June 2027 No No	Have you received confirmation from ASX that the terms of the proposed +securities are appropriate and equitable under listing rule 6.1? Will the entity be seeking quotation of the 'new' class of +securities on ASX? ASX +security code New class-code to be confirmed +Security description Options exercisable at $0.01 on or before 30 June 2027 No No
New class-code to be confirmed	Options exercisable at $0.01 on or before 30 June 2027

+Security type

Options

Offer ratio (ratio of attaching securities at which the new +securities will be issued)	Offer ratio (ratio of attaching securities at which the new +securities will be issued)
The quantity of attaching +securities to be issued	For a given quantity of the new +securities issued
1	1
	Maximum total number of those +securities that could be

Appendix 3B - Proposed issue of securities

5 / 13

Appendix 3B - Proposed issue of securities

==> picture [21 x 22] intentionally omitted <==

What will be done with fractional entitlements? issued if all offers under the +securities purchase plan are accepted Fractions rounded up to the next whole number 153,846,154 Offer price details Has the offer price been determined? Yes In what currency will the offer be made? What is the offer price per +security? AUD - Australian Dollar AUD 0.00000

Please confirm whether the offer of the attaching +securities is a separate offer to the offer pursuant to the +security purchase plan No Please confirm whether the attaching +securities are being offered under a +disclosure document or +PDS Yes

Oversubscription & Scale back details

Will a scale back be applied if the offer is over-subscribed? Yes Describe the scale back arrangements

The Board reserves the right to reject or scale back any applications in its absolute discretion

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

Options details

+Security currency

AUD - Australian Dollar

Exercise price Expiry date AUD 0.0100 30/6/2027

Details of the type of +security that will be issued if the option is exercised

CZN : ORDINARY FULLY PAID

Number of securities that will be issued if the option is exercised

One Shares will be issued on exercise of each Option

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.

Please refer to the ASX announcement dated 18 June 2024. Further details and material terms of the offer will be included in the Share Purchase Plan Offer Booklet and the Options Prospectus that will be released to the ASX at a later date.

Appendix 3B - Proposed issue of securities

6 / 13

Appendix 3B - Proposed issue of securities

Part 4C - Timetable

==> picture [21 x 22] intentionally omitted <==

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

18/6/2024

4C.2 +Record date

17/6/2024

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

25/6/2024

4C.4 Offer open date

25/6/2024

4C.5 Offer closing date

25/7/2024

4C.7 +Issue date and last day for entity to announce results of +security purchase plan offer

1/8/2024

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

4E.1 Will there be a lead manager or broker to the proposed offer? No

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

GBA Capital will receive a 6% commission in respect of any shortfall placed under the SPP. GBA Capital is also receiving fees for its role as lead manager to the placement as detailed in this Appendix 3B.

Part 4F - Further Information

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

Exploration expenditure and working capital

Appendix 3B - Proposed issue of securities

7 / 13

Appendix 3B - Proposed issue of securities

==> picture [21 x 22] intentionally omitted <==

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

The Offer is open to all Shareholders whose address in the Company¿s share register is in Australia or New Zealand and who are registered as holders of fully paid ordinary shares in the Company on the Record Date.

4F.3 URL on the entity's website where investors can download information about the proposed offer

https://corazon.com.au/

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

Appendix 3B - Proposed issue of securities

8 / 13

Appendix 3B - Proposed issue of securities

==> picture [21 x 22] intentionally omitted <==

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 +Security holder approval 31/7/2024

Is the date estimated or ** Approval actual? received/condition met? Estimated

Comments

Shareholder approval will be sought for the issue of options to eligible participants who subscribe for Shares under the Placement. Shareholder approval is not being sought for the issue of the Placement Shares.

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

CZN : ORDINARY FULLY PAID

Number of +securities proposed to be issued

52,307,692

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 0.00650

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

Appendix 3B - Proposed issue of securities

9 / 13

Appendix 3B - Proposed issue of securities

==> picture [21 x 22] intentionally omitted <==

Yes

Attaching +Security

	Is the proposed attaching security a 'New class' (+securities in a class that is not yet quoted or recorded by ASX)	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)?
	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 do not have +CDIs
	issued over them)
	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 Options exercisable $0.01 on or before 30 June 2027
	+Security type
	Options
	Number of +securities proposed to be	issued
	52,307,692
	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 The Placement Options will be offered for nil cash consideration on the basis of one Placement Option for every one Share issued under the Placement.
	Please provide an estimate of the AUD	equivalent of the consideration being
	provided for the +securities
	Will all the +securities issued in this class rank equally in all respects from
	their issue date?
	Yes

Appendix 3B - Proposed issue of securities

10 / 13

Appendix 3B - Proposed issue of securities

==> picture [21 x 22] intentionally omitted <==

Options details

+Security currency AUD - Australian Dollar

Exercise price Expiry date AUD 0.0100 30/6/2027

Details of the type of +security that will be issued if the option is exercised

CZN : ORDINARY FULLY PAID

Number of securities that will be issued if the option is exercised

One Shares will be issued on exercise of each Option

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.

Please refer to the ASX announcement dated 18 June 2024.

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 do not have +CDIs issued over them)

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 +Security description New class-code to be confirmed Options exercisable at $0.01 on or before 30 June 2027

+Security type

Options

Number of +securities proposed to be issued

12,000,000

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

In accordance with corporate mandate

Please provide an estimate of the AUD equivalent of the consideration being

Appendix 3B - Proposed issue of securities

11 / 13

Appendix 3B - Proposed issue of securities

==> picture [21 x 22] intentionally omitted <==

Appendix 3B - Proposed issue of securities
provided for the +securities
12,000.000000
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 0.0100	30/6/2027
Details of the type of +security that will be issued if the option is exercised
CZN : ORDINARY FULLY PAID
Number of securities that will be issued if the option is exercised
One Shares will be issued on exercise of each Option
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.
Please refer to the ASX announcement dated 18 June 2024.

Part 7C - Timetable 7C.1 Proposed +issue date 26/6/2024 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? 52,307,692 Shares 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

Appendix 3B - Proposed issue of securities

12 / 13

Appendix 3B - Proposed issue of securities

==> picture [21 x 22] intentionally omitted <==

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? GBA Capital Pty Ltd

7E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker? 6%

12,000,000 options 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

Exploration expenditure and 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

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)

Appendix 3B - Proposed issue of securities

13 / 13