G50 CORP LIMITED — Capital/Financing Update 2021

Aug 3, 2021

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Senior Adviser, Listings Compliance (Sydney)

ASX, 20 Bridge Street, Sydney NSW 2000

4 August 2021

PRE-QUOTATION DISCLOSURE NOTICE

The following information is required to be given to ASX Limited ( ASX ) for release to the market in connection with the commencement of official quotation in the fully paid ordinary shares ( Shares ) in Gold 50 Limited (ACN 645 022 233) ( Gold 50 ) (ASX:G50).

Unless otherwise defined in this notice, capitalised terms used in this notice have the meanings

given to them in the prospectus ( Prospectus ) lodged by G50 with the Australian Securities and Investments Commission ( ASIC ) on 21 May 2021.

1. Close of Offer and issue of Securities

Gold 50 confirms that the Offer made under the Prospectus has closed and it has completed the issue of 40 million Shares at an issue price of $0.25 per Share, raising $10 million.

The issue of Shares to successful Applicants under the Offer occurred on 27 July 2021 .

The issue of 4 million Performance Rights to Mr Mark Wallace occurred on 27 July 2021 .

The issue of 2 million Options to Taylor Collison Nominees (ACN 008 172 450) occurred on 27 July 2021 .

2. Capital structure

The capital structure of Gold 50 is as follows:

(a) Shares

Gold 50 has 95,500,000 Shares on issue. Of those, 45,181,999 Shares are restricted securities.

(b) Performance Rights

Gold 50 has 4 million Performance Rights on issue. The Performance Rights are unquoted, expire 5 years after the date of Gold 50’s admission to the Official List of ASX (if not earlier in accordance with their terms) and are restricted securities.

gold50.com | ASX:G50

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(c) Options

Gold 50 has 1 million options on issue, each over 1 unissued Share, exercisable at $0.40 each and which expire 4 years after the date of Gold 50’s admission to the Official List of ASX.

Gold 50 has 1 million options on issue, each over 1 unissued Share, exercisable at $0.50 each and which expire 4 years after the date of Gold 50’s admission to the Official List of ASX.

All options are unquoted and are restricted securities.

3. Restricted Securities

The following is a breakdown of the number of securities subject to ASX mandatory escrow and

the escrow period applying to those securities:

(a) 24-month escrow

The following securities of Gold 50 are subject to an escrow restriction for a period of 24 months commencing on the first date of quotation of Gold 50 Shares on ASX:

• (i) 39,481,999 Shares;

• (ii) 2 million unquoted options; and

• (iii) 4 million Performance Rights.

• (b) 12-month escrow

A total of 5,700,000 Shares are subject to an escrow restriction for a period of 12 months commencing on the date of issue of the Shares (the date of issue of these Shares was 16 December 2020) – meaning the escrow period expires 16 December 2021.

4. No impediments

Gold 50 confirms that there are no legal, regulatory, statutory or contractual impediments to Gold 50 entering its relevant tenements and carrying out exploration activities, and Gold 50 will be able to spend its cash in accordance with its commitments for the purposes of ASX Listing Rule 1.3.2(b).

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5. Pro forma statement of financial position

The following table sets out the historical statement of financial position of Gold 50 as at 31 December 2020 and Pro Forma Statement of financial position as at 31 December 2020 based on the amount actually raised under the Offer.

		Pro Forma
	31-Dec- 2020	Adjustment	Pro Forma
	$	$	$
Current assets
Cash assets	731,588	9,722,108	10,453,696
Receivables	4,809	19,624	24,433
Right of use asset	-	-	-
Total current assets	736,397	9,741,732	10,478,129
Non-current assets
Receivables	3,881	3,857	7,738
Plant and equipment	-	3,050	3,050
Investment in subsidiaries	-	-	-
Right of use asset	-	-	-
Exploration and evaluation expenditure	646,989	805,130	1,452,119
Total non-current assets	650,870	812,037	1,462,907
Total assets	1,387,267	10,553,769	11,941,036
Current liabilities
Payables	5,433	327,118	332,551
Provisions	-	10,746	10,746
Total current liabilities	5,433	337,864	343,297
Total liabilities	5,433	337,864	343,297
Net assets	1,381,834	10,215,905	11,597,739

Equity

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Contributed equity	1,433,859	10,536,000	11,969,859
Reserves	(31,265)	263,068	231,803
Accumulated losses	(20,760)	(583,163)	(603,923)
Total equity	1,381,834	10,215,905	11,597,739

Pro Forma adjustments include:

• The issue of 40,000,000 Shares at an issue price of $0.25 per Share, raising $10,000,000.

• 6,500,000 Shares issued to Violet Galapagos Sky Limited at $0.20 per Share, raising $1,300,000.

• Acquisition of Caisson Project for $65,134 (US$50,000).

• Acquisition of Golconda patented claims for $140,491 (US$108,934).

• Expenses of the Offer estimated to $495,000, being the Lead Manager’s fees, have been taken up against equity.

• The issue of unlisted options (Lead Manager Options) to Taylor Collison Nominees as Lead Manager, valued at $269,000, have also been treated as an Expense of the Offer and taken up against equity.

• The remaining expenses of the Offer, estimated to be $416,428, have been expensed and taken up against accumulated losses.

6. Statement of commitments

The following budget of Gold 50 takes into account the proposed expenses over the two years following listing, on the basis of the amount actually raised under the Offer.

	(A$000's)
Budget item	Year1	Year 2	Total
Mapping, geochemistry &	682	182	864
geophysics
Drilling	1,853	922	2,775
Golconda Project	2,535	1,104	3,639
Mapping, geochemistry &	158	58	216
geophysics
Drilling	358	667	1,025
Spitfire Project	516	725	1,241
Mapping, geochemistry &	150	-	150
geophysics
Drilling	75	116	191

gold50.com | ASX:G50

	(A$000's)
Budget item	Year1	Year 2	Total
Broken Hills Project	225	116	341
Mapping, geochemistry &	86	-	86
geophysics
Drilling	161	39	200
Top Gun Project	247	39	286
Mapping, geochemistry &	175	48	223
geophysics
Drilling	315	226	541
Caisson Project	490	274	764
Mapping, geochemistry &	1,251	288	1,539
geophysics
Drilling	2,762	1,970	4,732
All Projects	4,013	2,258	6,271

The following table summarises Gold 50’s intended use of funds in the two-year period following listing on the basis of the amount actually raised under the Offer.

Use of Funds
	Year 1	Year 2	Total
Exploration - Golconda	2,535,000	1,104,000	3,639,000
Exploration - Spitfire	516,000	725,000	1,241,000
Exploration - Broken Hills	225,000	116,000	341,000
Exploration - Top Gun	247,000	39,000	286,000
Exploration - Caisson	490,000	274,000	764,000
Exploration - Total	4,013,000	2,258,000	6,271,000
Project payments & claim fees	477,000	531,000	1,008,000
General administration & working capital	1,235,232	1,817,238	3,052,470
Estimated expenses of the Offer	911,428		911,428

gold50.com | ASX:G50

Total

6,636,660 4,606,238 11,242,897

7. Waiver from Listing Rules

ASX has granted Gold 50 a waiver from ASX Listing Rule 1.1 Condition 11 to the extent necessary to allow Gold 50 to have on issue 4 million Performance Rights, each with nil exercise price, at the time of admission to the official list of ASX. The full terms and conditions of the waiver granted to Gold 50 will be published on ASX’s waivers register.

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For further detail on any of the matters referred to in this notice, please see the Prospectus, available on Gold 50’s or ASX's Market Announcements Platform.

This release has been authorised by the Company’s Board of Directors.

Ms Eryl Baron

Company Secretary Gold50 Limited

Eryl.baron@Boardroomlimited.com.au

gold50.com | ASX:G50