Deterra Royalties Limited — Capital/Financing Update 2021

Jun 29, 2021

Proposed issue of securities

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Announcement Summary

Entity name

DETERRA ROYALTIES LIMITED

Announcement Type

New announcement

Date of this announcement

30/6/2021

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
DRR	ORDINARY FULLY PAID	41,027

Proposed +issue date 30/6/2021

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

DETERRA ROYALTIES 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

88641743348

1.3 ASX issuer code

DRR

1.4 The announcement is

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New announcement

1.5 Date of this announcement

30/6/2021

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

		onditions
7A.1typePart 7B - IsNo		Do any externalof issue can pro	approvals need to be obtained or other conditions satisfied before the placement orceed on an unconditional basis?		other
		sue detailse proposed security a 'New' (+securities in a class that iset quoted or recorded by ASX)'Existing class' (additionalrities in a class that is alreadyed or recorded by ASX)?Will the proposed issue of this+security include an offer ofattaching +securities?securities proposed to be issuedNoisting class
Is thclassnot yor ansecuquotDetails of +Ex
ASXDRRNum41,02OfferAre tconsPleaIssusumURLa-roPlea171,9Will tNo		+security code and description: ORDINARY FULLY PAIDber of +securities proposed to be issued7price detailshe +securities proposed to be issued being issued for a cashideration?se describe the consideration being provided for the +securities			Plan aset-(deterr
				or the +securities
	IssusumURLa-ro	ed for nil consideration to Deterra's Managing Dire		ctor Mr Julian Andrews under the Deterra Equity Incentive	Plan aset-(deterr
		marised in section 2.13 of the demerger booklet lolink:https://deterraroyalties.com/getattachment/0		dged with ASX on 22 October 2020.bec63a3-501a-4876-9797-f36a55b6e594/demerger-bookl
		yalties-limited).aspx
		se provide an estimate of the AUD equivalent o		f the consideration being provided for the +securities
		03.000000
		hese +securities rank equally in all respects fr		om their issue date with

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Proposed issue of securities

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the existing issued +securities in that class? Yes

Part 7C - Timetable 7C.1 Proposed +issue date 30/6/2021

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? 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? No 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? 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? No 7E.2 Is the proposed issue to be underwritten? No

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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

The Shares are being issued to Mr Julian Andrews (Deterra's Managing Director) as part of remuneration arrangements agreed in connection with the demerger of Deterra from Iluka Resources Limited (which was implemented on 2 November 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

Further information about the replacement shares is set out in section 2.13.3.2 of the demerger booklet lodged with ASX on 22 October 2020.

Part 7B Issue Details: Issued for nil consideration to Deterra's Managing Director Mr Julian Andrews under the Deterra Equity Incentive Plan as summarised in section 2.13 of the demerger booklet lodged with ASX on 22 October 2020. URL link: https://deterraroyalties.com/getattachment/0bec63a3-501a-4876-9797-f36a55b6e594/demerger-booklet-(deterr a-royalties-limited).aspx

The estimated value of the shares is the fair value as at grant date of 23 November 2021.

Question 7F Fees & Expenses: The Shares are being issued to replace restricted rights in Iluka which Mr Andrews earned in respect of the 2019 year, during which he was an employee of Iluka, but which were not granted due to the anticipated demerger and associated changes to Mr Andrew's employment.

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: An applicable ASIC instrument or class order

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