FIRST LITHIUM LIMITED — Capital/Financing Update 2022

Apr 27, 2022

Proposed issue of securities

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Announcement Summary

Entity name

OOKAMI LIMITED

Announcement Type

New announcement

Date of this announcement

28/4/2022

The Proposed issue is:

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A standard pro rata issue (including non-renounceable or renounceable)

Total number of +securities proposed to be issued for a standard pro rata issue (including non-renounceable or renounceable)

		Maximum Number of
ASX +security code	+Security description	+securities to be issued
New class-code to be	OOKAM	1,264,889
confirmed
OOK	ORDINARY FULLY PAID	3,794,667

Ex date

2/5/2022

+Record date

3/5/2022

Offer closing date

6/6/2022

Issue date

10/6/2022

Refer to next page for full details of the announcement

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Proposed issue of securities

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Part 1 - Entity and announcement details

1.1 Name of +Entity

OOKAMI 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 Registration Number ABN 67009081770

1.3 ASX issuer code

OOK

1.4 The announcement is

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New announcement

1.5 Date of this announcement

28/4/2022

1.6 The Proposed issue is:

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A standard +pro rata issue (non-renounceable or renounceable)

1.6a The proposed standard +pro rata issue is:

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• Non-renounceable

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Part 3 - Details of proposed entitlement offer issue

Part 3A - Conditions

3A.1 Do any external approvals need to be obtained or other conditions satisfied before the entitlement offer can proceed on an unconditional basis? No

Part 3B - Offer details

Class or classes of +securities that will participate in the proposed issue and class or classes of +securities proposed to be issued

ASX +security code and description

OOK : ORDINARY FULLY PAID

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 If the entity has quoted company +security include an offer of options, do the terms entitle option attaching +securities? holders to participate on exercise? Yes No

Details of +securities proposed to be issued

ASX +security code and description OOK : ORDINARY FULLY PAID

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

ISIN Code for the entitlement or right to participate in a non-renounceable issue (if Issuer is foreign company and +securities are non CDIs)

Offer ratio (ratio to existing holdings at which the proposed +securities will be issued)

The quantity of additional +securities For a given quantity of +securities to be issued held 1 10

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What will be done with fractional Maximum number of +securities entitlements? proposed to be issued (subject to rounding) Fractions rounded up to the next 3,794,667 whole number

Offer price details for retail security holders

In what currency will the offer be What is the offer price per +security made? for the retail offer? AUD - Australian Dollar AUD 0.18000

Oversubscription & Scale back details

Will individual +security holders be permitted to apply for more than their entitlement (i.e. to over-subscribe)?

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Yes

Describe the limits on over-subscription

Eligible shareholders are able to apply for Shortfall shares in accordance with Section 2.9 of the Company's Prospectus.

Will a scale back be applied if the offer is over-subscribed?

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Yes

Describe the scale back arrangements

The allocation policy will be applied in accordance with Section 2.9 of the Prospectus and at the Director's discretion.

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

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

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

ISIN Code for the entitlement or right to participate in a non-renounceable issue (if Issuer is 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 Yes ASX +security code +Security description New class-code to be confirmed OOKAM

+Security type

Options

Offer ratio (ratio of attaching securities at which the new +securities will be issued)

The quantity of attaching +securities to be issued	For a given quantity of the new +securities issued
1	3
What will be done with fractional entitlements?	Maximum number of +securities proposed to be issued
Fractions rounded up to the next whole number	(subject to rounding)
	1,264,889
Offer price details for retail security holders
In what currency will the offer be made?	What is the offer price per +security for the retail offer?
	AUD 0.00000
AUD - Australian Dollar

Oversubscription & Scale back details

Will individual +security holders be permitted to apply for more than their entitlement (i.e. to over-subscribe)? Yes

Describe the limits on over-subscription

Eligible shareholders are able to apply for Shortfall shares in accordance with Section 2.9 of the Company's Prospectus.

Will a scale back be applied if the offer is over-subscribed?

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Yes

Describe the scale back arrangements

The allocation policy will be applied in accordance with Section 2.9 of the Prospectus and at the Director's discretion.

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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

Exercise price Expiry date AUD 0.3000 8/7/2024

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

OOK : ORDINARY FULLY PAID

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

1 OOK Ordinary share

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.

The Company has lodged a Prospectus which include the terms of the options. The Prospectus can be located at the following link: https://www2.asx.com.au/markets/trade-our-cash-market/announcements.ook

Part 3C - Timetable

3C.1 +Record date

3/5/2022

3C.2 Ex date

2/5/2022

3C.4 Record date

3/5/2022

3C.5 Date on which offer documents will be sent to +security holders entitled to participate in the +pro rata issue

5/5/2022

3C.6 Offer closing date

6/6/2022

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3C.7 Last day to extend the offer closing date 1/6/2022 3C.9 Trading in new +securities commences on a deferred settlement basis 7/6/2022 3C.11 +Issue date and last day for entity to announce results of +pro rata issue 10/6/2022 3C.12 Date trading starts on a normal T+2 basis 14/6/2022 3C.13 First settlement date of trades conducted on a +deferred settlement basis and on a normal T+2 basis 16/6/2022

Part 3E - Fees and expenses

3E.1 Will there be a lead manager or broker to the proposed offer? Yes

3E.1a Who is the lead manager/broker?

CPS Capital Group Pty Ltd

3E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker?

CPS Capital Group will be paid a 6% fee on all funds raised and will receive 1,500,000 options with the same terms as those issued under the Non-renounceable Rights Issue Offer.

3E.2 Is the proposed offer to be underwritten? Yes

3E.2a Who are the underwriter(s)?

CPS Capital Group Pty Ltd

3E.2b What is the extent of the underwriting (ie the amount or proportion of the offer that is underwritten)? Fully underwritten

3E.2c What fees, commissions or other consideration are payable to them for acting as underwriter(s)?

CPS Capital Group will be paid a 6% fee on all funds raised and will receive 1,500,000 options with the same terms as those issued under the Non-renounceable Rights Issue Offer. 3E.2d Please provide a summary of the significant events that could lead to the underwriting being terminated A summary of the significant events that could lead to the underwriting being terminated will be included in the Company's Prospectus. 3E.2e Is a party referred to in listing rule 10.11 underwriting or sub-underwriting the proposed offer? No

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3E.3 Will brokers who lodge acceptances or renunciations on behalf of eligible +security holders be paid a handling fee or commission? No

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3E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed offer
Part 3F - Further Information
3F.1 The purpose(s) for which the entity intends to use the cash raised by the proposed issue
Funds from the Placement will be used for exploration activities on the Company's Rutile and Heavy Mineral Sands
projects located in Cameroon and working capital purposes.
3F.2 Will holdings on different registers or subregisters be aggregated for the purposes of determining
entitlements to the issue?
No
3F.3 Will the entity be changing its dividend/distribution policy if the proposed issue is successful?
No
3F.4 Countries in which the entity has +security holders who will not be eligible to participate in the proposed
issue
Bahamas, Hong Kong, Malaysia, Switzerland, United Kingdom, British Virgin Islands, Cameroon, Senegal and South
Africa.
3F.5 Will the offer be made to eligible beneficiaries on whose behalf eligible nominees or custodians hold existing
+securities
No
3F.6 URL on the entity's website where investors can download information about the proposed issue
A copy of the information about the proposed terms will be made available on the Company's announcement platform: htt
ps://www2.asx.com.au/markets/trade-our-cash-market/announcements.ook
3F.7 Any other information the entity wishes to provide about the proposed issue
3F.8 Will the offer of rights under the rights issue be made under a disclosure document or product disclosure
statement under Chapter 6D or Part 7.9 of the Corporations Act (as applicable)?
Yes
3F.9 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 +disclosure document or +PDS for the +securities proposed to be issued
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