EMU NL — Capital/Financing Update 2019

Sep 1, 2019

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

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12, 04/03/13

Name of entity

EMU NL

ABN

50 127 291 927

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

1 +Class of +securities issued or to 1. Fully paid ordinary shares be issued 2. Options to acquire fully paid shares 3. Options to acquire partly paid shares 2 Number of[+] securities issued or 1. 16,908,935 to be issued (if known) or 2. 8,454,468 maximum number which may be 3. 8,454,468 issued

• See chapter 19 for defined terms.

Form Revision : 4.3.2013 – Lodged : 2/9/2019

Appendix 3B Page 1

• 3 Principal terms of the[+] securities 1. Fully paid ordinary shares (EMU) (e.g. if options, exercise price and 2. Options to acquire fully paid ordinary expiry date; if partly paid shares, exercisable at $0.20 each, expiring +securities, the amount 16.1.2021. The Company will apply for outstanding and due dates for quotation of these options on the payment; if +convertible condition upon EMU ordinary fully paid shares first trade at a VWAP of $0.15 over

• securities, the conversion price and dates for conversion) 30 consecutive business days. The Company has reserved the right, subject to ASX approval, to abridge the option expiry date and thus align the expiry dates of the options in this class with the Company’s existing options expiring 15.1.2021 so they can all be listed as a single class.

• 1. Options to acquire partly paid ordinary shares, exercisable at $0.02 each, expiring 21.12.2020; The $0.01 paid on application for each option in this class will be a nonrefundable prepayment against the capital of the partly paid share into which the option may be converted so that upon exercise of the option, $0.03 will have been paid on the partly paid share and that partly paid share shall rank pari passu with the existing class of EMUCA.

• 4 Do the[+] securities rank equally in all respects from the[+] issue date with an existing[+] class of quoted +securities?

• Yes – ASX:EMU 2. No 3. No

If the additional[+] securities do not rank equally, please state:

• the date from which they do

• the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment

• the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment

5 Issue price or consideration 6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets) 6a Is the entity an+eligible entity that has obtained security holder approval under rule 7.1A? If Yes, complete sections 6b – 6h in relation to the+securities the subject of this Appendix 3B, and comply with section 6i 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 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.	1. $0.035 2. $Nil 3. $0.01
	Issued to sophisticated and/or professional investors with the funds to be used primarily to continue drilling the Vidalita epithermal discovery, to initiate drill testing of other prospects in the Elevado Project, to undertake geochemical sampling for prospect evaluation and workingcapital
	Yes
	30 November 2018
	18,010,610
	15,807,261
	Nil
	Nil
	Yes

• See chapter 19 for defined terms.

Form Revision : 4.3.2013 – Lodged : 2/9/2019

Appendix 3B Page 3

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 +Issue dates Note: The issue date may be prescribed by ASX (refer to the definition of issue date in rule 19.12). For example, the issue date for a pro rata entitlement issue must comply with the applicable timetable in Appendix 7A. Cross reference: item 33 of Appendix 3B.	N/A
	7.1: 5,700,282 7.1A: Nil
	29 August 2019

8 Number and +class of all +securities quoted on ASX (_including_the +securities in section 2 if applicable) 9 Number and +class of all +securities not quoted on ASX (_including_the +securities in section 2 if applicable)	Number	+Class
	174,981,548 33,668,824	Fully paid ordinary shares (EMU)* Partly paid ordinary shares, $0.03 outstanding per share (EMUCA) with no call to be made before 31.12.2023
	Number	+Class
	84,355,000 8,454,468 8,454,468 6,000,000	Options to acquire fully paid ordinary shares, exercisable at $0.20 each, expiry 15.1.2021 Options to acquire fully paid ordinary shares, exercisable at $0.20 each, expire 16.1.2021 Options to acquire partly paid ordinary shares (EMUCA), exercisable at $0.02 each, expiry 21.12.2020 Options to acquire partly paid ordinary shares (EMUCA), exercisable at $0.03 each,expiry28.2.2020

* Includes 7.4m shares which can be bought back by Emu for nil consideration

10		Dividend policy (in the case of a N/A	Dividend policy (in the case of a N/A
		trust, distribution policy) on the
		increased capital (interests)
Part	2	- Pro rata issue –NO ISSUES TO BE ADVISED
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 sub registers) 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 offer documents
		Note: Security holders must be told how their
		entitlements are to be dealt with.
		Cross reference: rule 7.7.
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

• See chapter 19 for defined terms.

Form Revision : 4.3.2013 – Lodged : 2/9/2019

Appendix 3B Page 5

25 If the issue is contingent on security holders’ approval, the date of the meeting 26 Date entitlement and acceptance form and offer documents 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	25 If the issue is contingent on security holders’ approval, the date of the meeting 26 Date entitlement and acceptance form and offer documents 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

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

34 Type of[+] securities ( tick one ) (a) +Securities described in Part 1 (b) All other[+] securities Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible 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[+] issue date with an existing[+] class of quoted +securities? If the additional[+] securities do not rank equally, please state:  the date from which they do  the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment  the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment

• See chapter 19 for defined terms.

Form Revision : 4.3.2013 – Lodged : 2/9/2019

Appendix 3B Page 7

41 Reason for request for quotation now Example: In the case of restricted securities, end of restriction period

(if issued upon conversion of another[+] security, clearly identify that other[+] security)

Number +Class

42 Number and +class of all +securities quoted on ASX ( including the[+] securities in clause 38)

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.

  • Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

• 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.

• 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 is not available now, we 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: Lodged with approval but without signature

Date: 2 September 2019 Print name: Damien Kelly Company Secretary == == == == ==

• See chapter 19 for defined terms.

Form Revision : 4.3.2013 – Lodged : 2/9/2019

Appendix 3B Page 9

Appendix 3B – Annexure 1

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

Introduced 01/08/12 Amended 04/03/13

Part 1

Rule 7.1 – Issues exceeding 15% of capital

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Step 1: Calculate “A”, the base figure from which the placement
capacity is calculated
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Insert number of fully paid [+] ordinary 82,856,560
securities on issue 12 months before the
+ issue date or date of agreement to issue
Add the following:
• Number of fully paid [+] ordinary 9,355,000
securities issued in that 12 month
period under an exception in rule 7.2
• Number of fully paid [+] ordinary 39,043,168
securities issued in that 12-month 4,317,885
period with shareholder approval 20,000,000
2,500,000
• Number of partly paid [+] ordinary
securities that became fully paid in that
12 month period
Note:
• Include only ordinary securities here –
other classes of equity securities
cannot be added
• Include here (if applicable) the
securities the subject of the Appendix
3B to which this form is annexed
• It may be useful to set out issues of
securities on different dates as
separate line items
Subtract the number of fully paid Nil
+ ordinary securities cancelled during that
12 month period
“A” 158,072,613
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Step 2: Calculate 15% of “A”
“B” 0.15
[Note: this value cannot be changed]
Multiply “A” by 0.15 23,710,892
Step 3: Calculate “C”, the amount of placement capacity under rule
7.1 that has already been used
Insert number of [+] equity securities issued
or agreed to be issued in that 12 month Fully Paid Shares
period not counting those issued:
1,101,674
• Under an exception in rule 7.2 Options to acquire FP Shares
8,454,468
• Under rule 7.1A
Options to acquire PP Shares
• With security holder approval under
8,454,468
rule 7.1 or rule 7.4
Note:
• This applies to equity securities, unless
specifically excluded – not just ordinary
securities
• Include here (if applicable) the
securities the subject of the Appendix
3B to which this form is annexed
• It may be useful to set out issues of
securities on different dates as
separate line items
“C” 18,010,610
Step 4: Subtract “C” from [“A” x “B”] to calculate remaining
placement capacity under rule 7.1
“A” x 0.15 23,710,892
Note: number must be same as shown in
Step 2
Subtract “C” 18,010,610
Note: number must be same as shown in
Step 3
Total [“A” x 0.15] – “C” 5,700,282
[Note: this is the remaining placement
capacity under rule 7.1]
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• See chapter 19 for defined terms.

Form Revision : 4.3.2013 – Lodged : 2/9/2019

Appendix 3B Page 11

Part 2

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Rule 7.1A – Additional placement capacity for eligible entities
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Step 1: Calculate “A”, the base figure from which the placement
capacity is calculated
“A” 158,072,613
Note: number must be same as shown in
Step 1 of Part 1
Step 2: Calculate 10% of “A”
“D” 0.10
Note: this value cannot be changed
Multiply “A” by 0.10 15,807,261
Step 3: Calculate “E”, the amount of placement capacity under rule
7.1A that has already been used
Insert number of [+] equity securities issued 15,807,261
or agreed to be issued in that 12 month
period under rule 7.1A
Notes:
• This applies to equity securities – not
just ordinary securities
• Include here – if applicable – the
securities the subject of the Appendix
3B to which this form is annexed
• Do not include equity securities issued
under rule 7.1 (they must be dealt with
in Part 1), or for which specific security
holder approval has been obtained
• It may be useful to set out issues of
securities on different dates as
separate line items
“E” 15,807,261
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Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A
“A” x 0.10 Note: number must be same as shown in Step 2	15,807,261
Subtract“E” Note: number must be same as shown in Step 3	15,807,261
Total[“A” x 0.10] – “E” Note: this is the remaining placement capacity under rule 7.1A	Nil

• See chapter 19 for defined terms.

Form Revision : 4.3.2013 – Lodged : 2/9/2019

Appendix 3B Page 13