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FIREBIRD METALS LIMITED Capital/Financing Update 2021

Mar 15, 2021

64941_rns_2021-03-15_7b1d2832-454b-47ee-b26d-d0b8ba223da1.pdf

Capital/Financing Update

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16 March 2021

PRE-QUOTATION DISCLOSURE – STATEMENT OF CONFIRMATIONS

Firebird Metals Limited (ACN 610 035 535) ( Company ) provides the following confirmations to satisfy conditions for the instatement of the Company’s securities to quotation on ASX.

Capitalised terms used in this announcement have the meaning given in the Company’s prospectus dated 27 January 2021 ( Prospectus ).

Completion of Offers

The Company confirms that all conditions to the Offers under the Prospectus have been satisfied and the Company has issued 27,500,000 fully paid ordinary shares in the capital of the Company ( Shares ) to raise $5,500,000.

Completion of Acquisitions

The Company confirms that all conditions precedent to the acquisition of the Hill 616 and Disraeli Projects have been satisfied and the Company has completed the acquisition of these tenements in accordance with the Option Agreement.

In accordance with the Option Agreement, the Company has now issued 2,000,000 Shares to Mining Equities Pty Ltd in consideration for the acquisition by the Company of the Hill 616 and Disraeli Projects ( Consideration Shares ).

In addition to this, the Company confirms that it has completed the acquisition of two recent tenement applications surrounding the Oakover Project (E46/1372 and E52/3891) from Firefly Resources Limited ( FFR ) for the nominal price of $1.

Completion of in specie distribution

The Company confirms that FFR has completed the in-specie distribution of the Company’s Shares formally held by FFR to the FFR shareholders on a pro-rata basis ( In-Specie Distribution ) on 10 March 2021.

Issue of securities

In addition to the Shares issued pursuant to the Offers, and the Consideration Shares, the following securities:

  • (a) an aggregate of 8,000,000 Options, each exercisable at $0.30 on or before 10 March 2024 to the following parties:

  • (i) 2,500,000 to the nominees of Euroz Hartleys Securities Limited;

  • (ii) 2,000,000 Options to the nominees of CPS Capital Pty Ltd; (iii) 2,000,000 Options to the nominee of Evan Cranston; and

  • (iv) 1,500,000 to Ashley Pattison; and

  • (b) an aggregate of 3,300,000 Performance Rights to the following parties:

  • (i) 2,100,000 Performance Rights to Peter Allen; and

  • (ii) 1,200,000 Performance Rights to the nominee of Wei Li.

The Company confirms that it has been granted confirmation that the terms of the 3,300,000 Performance Rights comply with Listing Rule 6.1 and that ASX have granted the Company a waiver regarding Listing Rule 1.1 condition 12.

Statement of Capital Structure

The capital structure of the Company following completion of the Acquisition and the issue of securities pursuant to the Prospectus is set out below.

Capital Structure Shares Options Performance
Rights
Securities on issue as at date of Prospectus 25,000,000 Nil Nil
Securities issued under the Offers 27,500,000 Nil Nil
Consideration Shares 2,000,000 Nil Nil
Securities issued to the nominees Lead
Manager and the Co-Manager
Nil 4,500,000 Nil
Securities issued to Directors (or their
nominees)
75,0003 3,500,000 3,300,000
TOTAL 54,575,000 8,000,000 3,300,000

Notes:

  1. The full terms and conditions of the Options are set out in section 10.3 of the Prospectus.

  2. The full terms and conditions of the Performance Rights are set out in section 10.4 of the Prospectus.

  3. Pursuant to the terms of the executive services agreement between Mr Peter Allen and the Company, Mr Allen elected to receive his $15,000 one-off sign on fee in Shares at a deemed issue price of $0.20 per Share. For further details relating to the terms of Mr Allen’s engagement by the Company, refer to section 9.3.1 of the Prospectus.

Restricted Securities

The Company confirms that following reinstatement to quotation of the Company’s securities on the ASX, the following securities will be subject to restriction pursuant to the ASX Listing Rules for the period outlined below.

Class Number Restriction Period
Fully Paid Ordinary Shares 2,087,192 24 months from date of
quotation
Fully Paid Ordinary Shares 2,000,000 12 months from the date of issue
Options1 8,000,000 24 months from date of
quotation
Class Number Restriction Period
Performance Rights2 3,300,000 24 months from date of
quotation

Notes:

  1. The Options are exercisable at $0.30 on or before 10 March 2024.

  2. The terms and conditions of the Performance Rights are set out in section 10.4 of the Prospectus.

This ASX Announcement has been authorised for release by the Board.

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