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FIN RESOURCES LIMITED Capital/Financing Update 2023

Apr 4, 2023

64920_rns_2023-04-04_139054db-2b21-4a95-bad4-f70cf9cd60db.pdf

Capital/Financing Update

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Proposed issue of securities

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Announcement Summary

Entity name

FIN RESOURCES LIMITED

Announcement Type

New announcement

Date of this announcement

5/4/2023

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
New class-code to be Placement Options 15,277,778
confirmed
New class-code to be Broker and Advisor Options 10,000,000
confirmed
FIN ORDINARY FULLY PAID 120,345,030

Proposed +issue date

11/4/2023

Refer to next page for full details of the announcement

Proposed issue of securities

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Proposed issue of securities

Part 1 - Entity and announcement details

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1.1 Name of +Entity

FIN RESOURCES 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

25009121644

1.3 ASX issuer code

FIN

1.4 The announcement is

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New announcement

1.5 Date of this announcement

5/4/2023

1.6 The Proposed issue is:

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A placement or other type of issue

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Proposed issue of securities

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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? No

Part 7B - Issue details

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 Yes securities in a class that is already quoted or recorded by ASX)? Existing class

Details of +securities proposed to be issued

ASX +security code and description FIN : ORDINARY FULLY PAID Number of +securities proposed to be issued 30,555,556 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 0.01800

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

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Proposed issue of securities

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Attaching +Security

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)? 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 are non CDIs)

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

+Security type

Options

Number of +securities proposed to be issued

15,277,778

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

Free attaching option on a 1:2 basis.

Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities 123,407.000000

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

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Proposed issue of securities

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Exercise price

AUD 0.0300

Expiry date

11/4/2025

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

FIN : ORDINARY FULLY PAID

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

1:1 basis

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.

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)? New class

Will the proposed issue of this +security include an offer of attaching +securities? No

Details of +securities proposed to be issued

ISIN Code (if Issuer is a foreign company and +securities are non CDIs)

Have you received confirmation from ASX that the terms of the proposed +securities are appropriate and equitable under listing rule 6.1? No

Will the entity be seeking quotation of the 'new' class of +securities on ASX? No

ASX +security code

ASX +security code +Security description New class-code to be confirmed Broker and Advisor Options

+Security type

Options

Number of +securities proposed to be issued

10,000,000

Offer price details

Are the +securities proposed to be issued being issued for a cash consideration?

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No

Please describe the consideration being provided for the +securities

As consideration for lead manger and corporate advisory services provided.

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Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities 80,775.000000

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 0.0300 11/4/2025 Details of the type of +security that will be issued if the option is exercised FIN : ORDINARY FULLY PAID

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

1:1 basis.

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.

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? No

Details of +securities proposed to be issued

ASX +security code and description

FIN : ORDINARY FULLY PAID

Number of +securities proposed to be issued

24,000,000

Offer price details

Are the +securities proposed to be issued being issued for a cash consideration?

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No

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Please describe the consideration being provided for the +securities

Acquisition Shares - to acquire 100% of three Lithium Projects located in Quebec, Canada

Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities 456,000.000000

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

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? No

Details of +securities proposed to be issued

ASX +security code and description

FIN : ORDINARY FULLY PAID

Number of +securities proposed to be issued

65,789,474

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

Milestone Shares (associated with the acquisition 100% of three Lithium Projects located in Quebec, Canada) - subject to the relevant technical performance milestone being met and shareholder approval.

Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities

1,250,000.000000

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

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Part 7C - Timetable

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7C.1 Proposed +issue date

11/4/2023

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?

  • 24,000,000 Acquisition Shares - 30,555,556 Placement Shares - 15,277,778 Placement Options - 10,000,000 Broker Options

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? Yes

7D.4a Please enter the number and +class of the +securities subject to +voluntary escrow and the date from which they will cease to be subject to +voluntary escrow

  • 12,000,000 Acquisition Shares will be subject to 6 months escrow from the date of issue.

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?

Peak Asset Management

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

Peak Asset management will be paid 6% on all funds raised under the placement offer and be issued 4,000,000 broker 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

No

Part 7F - Further Information

7F.01 The purpose(s) for which the entity is issuing the securities

Acquisition and Milestone Shares - to acquire three Lithium Projects located in Quebec; Placement Shares - contribute to expenditure budgeted at each of FIN¿s three key projects Broker and advisor Options - as consideration for services provided.

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

The 65,789,474 Milestone Shares will be issued subject to shareholder approval being obtained under Listing Rule 7.1. in the event that the relevant technical performance milestone are met within the timeframe (ranging from 24 to 48 months).

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)

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