ELEVRA LITHIUM LIMITED — Capital/Financing Update 2017

May 24, 2017

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25 MAY 2017

UNDERWRITTEN SPP RAISES $1.5 MILLION

Highlights

• Strongly supported Share Purchase Plan raises $805,314

• Shortfall $694,686 placed with underwriter

• Sayona funded to advance the development of the Authier lithium project in Canada

• Drilling campaign on the Mallina lithium project in Western Australia to commence shortly

Sayona Mining Limited (ASX: SYA) ("Sayona" or the "Company") is pleased to announce it has raised $1.5 million through an underwritten Share Purchase Plan (“SPP”).

The Company received applications from existing shareholders under the SPP for $805,314 resulting in the allotment of 147,371,469 shares at a price of $0.017 per share. In accordance with the Listing Rules, the share price was calculated at a 20% discount of the 5-day Volume Weighted Average Price (“VWAP”) of shares traded on the ASX prior to the date of issue.

In addition, Patersons have placed the shortfall of $694,686 on the same terms as the SPP shares. For full details of shares issued and final capital structure please refer to the attached Appendix 3B.

Funds raised will be used to continue the development of the Authier project in Canada and to fund exploration activity on the Company’s Australian lithium projects and working capital.

For more information, please contact:

Corey Nolan Chief Executive Officer Phone: +61 (7) 3369 7058 Email: info@sayonamining.com.au

Sayona Mining Limited is an Australian, ASX-listed (SYA), company focused on sourcing and developing the raw materials required to construct lithium-ion batteries for use in the rapidly growing new and green technology sectors. Please visit us as at www.sayonamining.com.au

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25 May 2017

Company Announcements Platform Australian Securities Exchange

By Electronic Lodgement

Dear Sir/Madam

NOTICE UNDER SECTION 708A(5)(e) OF THE CORPORATIONS ACT

On 24 May 2017, Sayona Mining Limited ( Company ) completed the issue by way of placement of 40,863,882 fully paid ordinary shares in the capital of the Company at a price of $0.017 to sophisticated investors ( Shares ). The placement was previously announced on 13 April 2017.

The Company gives notice pursuant to section 708A(5)(e) of the Corporations Act 2001 (Cth) ( Corporations Act ) that:

• (a) the Company issued the Shares without disclosure under Part 6D.2 of the Corporations Act 2001 (Cth) ( Corporations Act );

• (b) as at the date of this notice the Company has complied with:

• (i) the provisions of Chapter 2M of the Corporations Act as they apply to the Company; and

• (ii) section 674 of the Corporations Act as it applies to the Company; and

• (c) as at the date of this announcement, there is no excluded information of the type referred to in sections 708A(7) and 708A(8) of the Corporations Act. Yours faithfully

Yours faithfully Sayona Mining Limited

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Paul Crawford Company Secretary

Appendix 3B – New Issue Announcement

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement, application for quotation of additional securities and agreement

Introduced 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/00, 30/9/01, 11/3/02, 1/1/03,.21/10/05, 1/8/12, 4/3/13

Name of entity

SAYONA MINING LIMITED

ABN

26 091 951 978

We (the entity) give ASX the following information:

Part 1 - All issues

1 Class of securities issued or to be issued 2 Number of securities issued or to be issued (if known) or maximum number which may be issued 3 Principal terms of the securities 4 Do the securities rank equally in all respects from the date of allotment with an existing class of quoted securities? 5 Issue price or consideration 6 Purpose of the issue 6a Is the entity an eligible entity that has obtained security holder approval under rule 7.1A? 6b The date the security holder resolution under rule 7.1A was passed 6c Number of securities issued without security holder approval under rule 7.1 6d Number of securities issued with security holder approval under rule 7.1A 6e Number of securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting) 6f Number of securities issued under an exception in rule 7.2	OrdinaryFullyPaid Shares
	40,863,882
	As perexisting shares ordinary shares
	Ordinary shares rank equally in all respects
	$0.017 (1.7 cents) per share
	Issued to underwriter of the Share Purchase Plan completed 22 May2017
	Yes
	23 November 2016
	Nil
	Nil
	Nil
	Nil

• See chapter 19 for defined terms.

Appendix 3B Page 1

04/03/2013

Appendix 3B – New Issue Announcement

• 6g If securities issued under rule 7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the issue date and both values. Include the source of the VWAP calculation.

N/A

• 6h If securities were issued under rule 7.1A for non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements

• 6i Calculate the entity’s remaining issue capacity under rule 7.1 and rule 7.1A – complete Annexure 1 and release to ASX Market Announcements

• 7 Dates of entering securities into uncertificated holdings or despatch of certificates.

N/A LR 7.1 92,687,969 LR 7.1A 92,174,567 25 May 2017

• 8 Number and class of all securities quoted on ASX

• 9 Number and class of all securities not quoted on ASX

10 Dividend policy on the increased capital (interests)

Number	Class
967,319,553	Ordinary shares
Number	Class
6,000,000 18,500,000	Options exercisable at 1.5 cents expiring 30 June 2017 Options exercisable at 3 cents expiring 30 June 2017
Nil

Part 2 - Bonus issue or pro rata issue

11	Is security holder approval required?
12	Is the issue renounceable or non-renounceable?
13	Ratio in which the securities will be offered
14	Class of securities to which the offer relates
15	Record date to determine entitlements
16	Will holdings on different registers (or subregisters)
	be aggregated for calculating entitlements?
17	Policy for deciding entitlements in relation	to
	fractions
18	Names of countries in which the entity has security
	holders who will not be sent new issue documents
19	Closing date for receipt of acceptances	or
	renunciations
20	Names of any underwriters

• See chapter 19 for defined terms.

Appendix 3B Page 2

04/03/2013

Appendix 3B – New Issue Announcement

• 21 Amount of any underwriting fee or commission 22 Names of any brokers to the issue 23 Fee or commission payable to the broker to the issue

• 24 Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of security holders

• 25 If the issue is contingent on security holders’ approval, the date of the meeting

• 26 Date entitlement and acceptance form and prospectus or Product Disclosure Statement will be sent to persons entitled

• 27 If the entity has issued options, and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders

• 28 Date rights trading will begin (if applicable) 29 Date rights trading will end (if applicable) 30 How do security holders sell their entitlements in full through a broker?

• 31 How do security holders sell part of their entitlements through a broker and accept for the balance?

• 32 How do security holders dispose of their entitlements (except by sale through a broker)?

• 33 Issue date

• See chapter 19 for defined terms.

Appendix 3B

04/03/2013

Page 3

Appendix 3B – New Issue Announcement

Part 3 - Quotation of securities

• 34 Type of securities ( tick one )

• (a) X Securities described in Part 1

• (b) All other securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

35 If the securities are equity securities, the names of the 20 largest holders of the additional securities, and the number and percentage of additional securities held by those holders

36 If the securities are equity securities, a distribution schedule of the additional securities setting out the number of holders in the categories 1 - 1,000 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 and over 37 A copy of any trust deed for the additional securities

Entities that have ticked box 34(b)

38 Number of securities for which quotation is sought 39 Class of securities for which quotation is sought 40 Do the securities rank equally in all respects from the date of allotment with an existing class of quoted securities? If not, please state:  the date from which they do  the extent to which they participate for the next dividend, or interest payment  the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment 41 Reason for request for quotation now 42 Number and class of all securities quoted on ASX (_including_the securities in clause 38)
	Number	Class

• See chapter 19 for defined terms.

Appendix 3B

04/03/2013

Page 4

Appendix 3B – New Issue Announcement

Appendix 3B – Annexure 1

Calculation of placement capacity under rule 7.1 and rule 7.1A for[+] eligible entities

Introduced 01/08/12

Part 1

Rule 7.1 – Issues exceeding 15% of capital

Rule 7.1 – Issues exceeding 15% of capital	Rule 7.1 – Issues exceeding 15% of capital
Step 1: Calculate “A”, the base figure from which the placement capacity is calculated
Insertnumber of fully paid ordinary securities on issue 12 months before date of issue or agreement to issue	518,246,146
Addthe following: • Number of fully paid ordinary securities issued in that 12 month period under an exception in rule 7.2 • Number of fully paid ordinary securities issued in that 12 month period with shareholder approval • Number of partly paid ordinary securities that became fully paid in that 12 month period	242,608,187 160,891,338 Nil
Subtractthe number of fully paid ordinary securities cancelled during that 12 month period
“A”	921,745,671
Step 2: Calculate 15% of “A”
“B”	0.15
Multiply“A” by 0.15	138,261,851
Step 3: Calculate “C”, the amount of placement capacity under rule 7.1 already been used
Insertnumber of equity securities issued or agreed to be issued in that 12 month period_not counting_those issued: • Under an exception in rule 7.2 • Under rule 7.1A • With security holder approval under rule 7.1 or rule 7.4	45,573,882
“C”	45,573,882
Step 4: Subtract “C” from [“A” x “B”] to calculate remaining placement capacity under rule 7.1
“A” x 0.15	138,261,851
Subtract“C”	45,573,882
Total[“A” x 0.15] – “C”	92,687,969

Part 2

Rule 7.1A – Additional placement capacity for eligible entities

Step 1: Calculate “A”, the base figure from which the placement capacity is calculated

Rule 7.1A – Additional placement capacity for eligible entities	Rule 7.1A – Additional placement capacity for eligible entities
Step 1: Calculate “A”, the base figure from which the placement capacity is calculated
“A” (number must be same as shown in Step 1 of Part )	921,745,671
Step 2: Calculate 10% of “A”
“D”
Multiply“A” by 0.10	92,174,567

• See chapter 19 for defined terms.

Appendix 3B Page 5

04/03/2013

Appendix 3B – New Issue Announcement

Step 3: Calculate “E”, the amount of placement capacity under rule 7.1A that has already been used
Insertnumber of equity securities issued or agreed to be issued in that 12 month period under rule 7.1A	Nil
“E”
Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A
“A” x 0.10 (number must be same as shown in Step 2)	92,174,567
Subtract“E” (number must be same as shown in Step 3)	Nil
Total[“A” x 0.10] – “E”	92,174,567

Quotation agreement

• 1 Quotation of our additional securities is in ASX’s absolute discretion. ASX may quote the securities on any conditions it decides.

• 2 We warrant the following to ASX.

• The issue of the securities to be quoted complies with the law and is not for an illegal purpose.

• There is no reason why those securities should not be granted quotation.

• An offer of the securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

• Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any securities to be quoted and that no-one has any right to return any securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the securities be quoted.

• We warrant that if confirmation is required under section 1017F of the Corporations Act in relation to the securities to be quoted, it has been provided at the time that we request that the securities be quoted.

• If we are a trust, we warrant that no person has the right to return the securities to be quoted under section 1019B of the Corporations Act at the time that we request that the securities be quoted.

• 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.

• 4 We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before quotation of the securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

Sign here: Date: 25 May 2017 (Director/Company Secretary) Print name: PAUL CRAWFORD

• See chapter 19 for defined terms.

Page 6

Appendix 3B

04/03/2013