ELEVRA LITHIUM LIMITED — Capital/Financing Update 2020

Jan 16, 2020

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17 January 2020

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

Sayona Mining Limited (ASX: SYA) ( Company ) advises that it issued 32,333,962 fully paid ordinary shares ( Securities ) on 16 January 2020.

The Company advises that the Corporations Act 2001 (Cth) (Corporations Act) restricts the on-sale of securities issued without disclosure unless the sale is exempt under section 708 or section 708A.

This notice is given by the Company under section 708A(5)(e) of the Corporations Act in relation to an issue of Shares by Company without disclosure to investors under Part 6D.2 of the Corporations Act.

In accordance with s708A(5)(e) of the Corporations Act, the Company provides notice that:

• (a) the Company issued the Securities without disclosures to investors under Part 6D.2 of the Act;

• (b) as at the date of this notice, the Company has complied with the provisions of Chapter 2M of the Act, as they apply to the Company and section 674 of the Act; and

• (c) as at the date of this notice, there is no information

• (i) that has been excluded from a continuous disclosure notice in accordance with the ASX Listing Rules; and

• (ii) that investors and their professional advisors would reasonably require for the purpose of making an informed assessment of:

  • A. the assets and liabilities, financial position and performance, profits and losses and prospects of the Company; or

  • B. the rights and liabilities attaching to the Securities.

An Appendix 3B attached in relation to this issue is attached.

Issued on behalf of the Board. For further information, please contact

Paul Crawford Company Secretary Phone: +61 (7) 3369 7058 Email: info@sayonamining.com.au

SAYONA MINING LIMITED P +61 7 3369 7058 E info@sayonamining.com.au A Suite 68, 283 Given Tce, Paddington QLD

sayonamining.com.au

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)	OrdinaryFullyPaid Shares
	32,333,962 ordinary shares
	Asper existingshares ordinaryshares.
	Ordinary shares rank equally in all respects
	A$0.009858
	Conversion of 200,000 convertible notes pursuant to the Convertible Securities Agreement announced on 10 January2020
	Yes
	29 November 2019
	32,333,962 ordinary shares
	Nil
	Nil

• See chapter 19 for defined terms.

Appendix 3B

04/03/2013

Page 1

Appendix 3B – New Issue Announcement

• 6f Number of securities issued under an exception in rule 7.2

• 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.

• 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.

Nil N/A N/A LR 7.1 96,497,747 LR 7.1A 194,682,073 16 January 2020

• 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
2,141,654,687 120,242,589	Ordinary shares Options exercisable at 7.8 cents expiring 30 April 2020
Number	Class
110,123,160 4,000,000 4,000,000 491,400	Options exercisable at 3 cents expiring 23 July 2022 Options exercisable at 3 cents expiring 29 November 2021 Options exercisable at 4 cents expiring 29 November 2022 Convertible notes
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?

• See chapter 19 for defined terms.

Appendix 3B Page 2

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Appendix 3B – New Issue Announcement

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
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	1,716,024,391
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	83,295,471 147,500,863 Nil
Subtractthe number of fully paid ordinary securities cancelled during that 12 month period	Nil
“A”	1,946,820,725
Step 2: Calculate 15% of “A”
“B”	0.15
Multiply“A” by 0.15	292,023,109
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	195,525,362
“C”	163,191,400
Step 4: Subtract “C” from [“A” x “B”] to calculate remaining placement capacity under rule 7.1
“A” x 0.15	292,023,109
Subtract“C”	195,525,362
Total[“A” x 0.15] – “C”	96,497,747

Part 2

Rule 7.1A – Additional placement capacity for eligible entities

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 )	1,946,820,725
Step 2: Calculate 10% of “A”
“D”

• See chapter 19 for defined terms.

Appendix 3B Page 5

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Appendix 3B – New Issue Announcement

Multiply“A” by 0.10	194,682,073
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)	194,682,073
Subtract“E” (number must be same as shown in Step 3)	Nil
Total[“A” x 0.10] – “E”	194,682,073

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: 17 January 2020 (Director/Company Secretary)

Print name: PAUL CRAWFORD

• See chapter 19 for defined terms.

Page 6

Appendix 3B

04/03/2013