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GENESIS MINERALS LIMITED Capital/Financing Update 2021

Apr 29, 2021

64997_rns_2021-04-29_189aec18-a192-4142-a22e-633df58dd76e.pdf

Capital/Financing Update

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30 April 2021

Dear Shareholder,

Invitation to Participate in Share Purchase Plan

On 22 April 2021, Genesis Minerals Limited (ACN 124 772 041) ( Genesis or the Company ) announced that it has received firm commitments for a placement of 166,666,667 fully paid ordinary shares ( Shares ) (of which the issue of 36,370,673 Shares are subject to Shareholder approval) at a price of $0.06 per Share to sophisticated, institutional and professional investors, raising approximately $10,000,000 million ( Placement ).

130,295,994 Shares to be issued under the Placement (without Shareholder approval) are expected to be issued on 30 April 2021 utlising the Company’s placement capacity pursuant to ASX Listing Rule 7.1. The Company will also seek shareholder approval for Alkane Resources Limited (a substantial shareholder of the Company) to participate in the Placement, up to the amount of $2,182,241.

In order to provide Eligible Shareholders (defined below) with the ability to participate in the Company’s capital raising activities, the Company is pleased to provide details of a Share Purchase Plan ( Plan ).

Under the Plan, Eligible Shareholders will have the opportunity to purchase up to $30,000 worth of Shares at the same price as the Placement, irrespective of the size of their shareholding, without incurring brokerage or transaction costs.

The offer under the Plan ( Offer ) is intending to raise a maximum of $1,000,000 on the terms and conditions ( Terms and Conditions ) contained in this letter.

The Company may elect to close the Offer early and/or scale back applications.

The Plan is not underwritten.

Shareholders Eligible to Participate in the Plan

Participation under the Plan is optional and is available exclusively to shareholders of the Company who are registered as holders of Shares at 5.00pm AWST on 21 April 2021 ( Record Date ) and whose registered address is in Australia or New Zealand ( Eligible Shareholders ).

Share Purchase Plan

The Plan entitles Eligible Shareholders, irrespective of the size of their shareholding, to purchase up to $30,000 worth of Shares at an issue price of $0.06 ( Price ) per Share, being the same price as the Shares offered to sophisticated, institutional and professional investors under the Placement. The Price represents a discount of 5.9% to $0.064 (being the volume weighted average market price ( VWAP ) of the Shares over the last 5 trading days on which sales in the Shares were recorded before the day on which the Plan was announced.

pg. 1

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In accordance with the ASX Listing Rules, the maximum number of Shares that can be issued under a share purchase plan is that amount equal to 30% of the Company’s existing issued share capital. However, the maximum number of Shares which will be issued under this Plan is 16,666,667, representing approximately 0.86% of the issued capital as at 22 April 2021.

Depending on applications received, the Company will, in its absolute discretion, undertake a scale back so that not more than $1,000,000 is raised under the Plan. Scale back decisions are made by the Board and are final.

The directors of the Company who are Eligible Shareholders may participate under the Plan.

An application form for the Plan ( Application Form ) is included in this package.

Current Activities

Details of the Company’s current activities are set out in the announcements made by the Company to the ASX and are available from the ASX platform (ASX: GMD), or the Company’s website at www.genesisminerals.com.au.

Use of Funds

The proceeds raised under the Plan and the Placement will be used to fund feasibility study and exploration activities on the Company’s projects.

How much can you invest?

Eligible Shareholders may each apply for a maximum of $30,000 worth of Shares and a minimum of $2,000 worth of Shares under the Plan.

How to accept this Offer

To apply for Shares under the Plan, please follow the instructions on the enclosed personalised Application Form.

Eligible Shareholders may participate by selecting only one of the following offers to purchase Shares under the Plan:

Total amount payable Number of Shares which may be
purchased
Offer A $30,000 500,000
Offer B $25,000 416,666
Offer C $20,000 333,333
Offer D $15,000 250,000
Offer E $10,000 166,666
Offer F $5,000 83,333
Offer G $2,000 33,333

pg. 2

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The number of Shares to which you are entitled will be calculated by dividing the subscription amount you have selected by the Price, rounded down.

All payments in accordance with the options set out in your Application Form ( Application ) must be received by the Closing Date of 21 May 2021 . If the exact amount of money is not tendered with your Application, the Company reserves the right to either:

  • (a) return your application monies and not issue any Shares to you; or

  • (b) issue to you the number of Shares that would have been issued had you applied for the highest designated amount that is less than the amount of your payment and refund the excess application money to you by cheque as soon as possible, without interest.

The Company confirms that if the amount to be refunded is less than the issue price of one Share, being $0.06, it will not be refunded and will be retained by the Company.

Once an Application has been made it cannot be revoked.

Multiple Holdings

The maximum investment any Eligible Shareholder may apply for will remain $30,000 even if an Eligible Shareholder receives more than one Offer (whether in respect of a joint holding or because the Eligible Shareholder has more than one holding under a separate account). It is the responsibility of the applicant to ensure that the aggregate of the application amount paid for the Shares the subject of the Application and any other shares and interests in the class applied for by you under the Plan or any similar arrangement in the 12 months prior to the date of submission does not exceed $30,000.

Custodians and Nominees

Eligible Shareholders who hold Shares as Custodian or Nominee ( Custodian ) for one or more persons on the Record Date ( Beneficiary ) may apply for up to a maximum amount of $30,000 worth of Shares in respect of each Beneficiary who is resident in Australia or New Zealand, subject to providing a Custodian Certificate to the Company, as described in the Terms and Conditions enclosed with this letter. Please refer to the Terms and Conditions for more details.

Relationship of Issue Price with Market Price

On the last trading day immediately prior to the announcement date of the Offer, the closing price of the Shares traded on ASX was $0.063. The market price of Shares in the Company may rise and fall between the date of the Offer and the date that any Shares are issued to you as a result of your Application under this Offer.

By making an Application under this Offer and applying for Shares under the Plan, each Eligible Shareholder will be acknowledging that although the Price is at a discount, Shares are a speculative investment and the price of Shares on ASX may change between the date of the Company announcing its intention to make an Offer and the date of issue of Shares under that Offer and that the value of the Shares received under the Plan may rise or fall accordingly.

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The Board recommends that you obtain your own financial and taxation advice in relation to the Offer and consider price movements of Shares in the Company prior to making an Application under this Offer.

Additional Information and Important Dates

The offer of Shares under the Plan is made in accordance with ASIC Corporations (Share and Interest Purchase Plans) Instrument 2019/547 and therefore does not require a prospectus for the purposes of Chapter 6D of the Corporations Act 2001 (Cth) ( Corporations Act ).

The Offer cannot be transferred, and the Directors of the Company reserve the right in their absolute discretion to reject, or scale back, on an equitable basis, any Application. Shares issued under the Plan will be issued no later than 7 business days after the Closing Date of the Offer. Application for quotation on ASX of the new Shares will be made immediately following the issue of those Shares.

The maximum amount proposed to be raised under the Offer is $1,000,000.

In the event of oversubscription by the Closing Date the Directors will, in their absolute discretion, scale-back applications on an equitable basis. Scale-back for Shares held by Custodians will be applied at the level of the underlying Beneficiary.

If the Company rejects or scales-back an Application or purported application, the Company will promptly return to the shareholder the relevant Application monies, without interest.

Foreign offer restrictions

This document may not be released or distributed in any country other than Australia and New Zealand. This document does not constitute an offer to sell, or a solicitation of an offer to buy securities in any other country. In particular, any securities described in this document have not been, and will not be, registered under the US Securities Act of 1933 (as amended) and may not be offered or sold in the United States except in transactions exempt from, or not subject to, registration under the US Securities Act and applicable US state securities laws.

New Zealand Shareholders

The Shares offered under the Plan are not being offered or sold to the public within New Zealand other than to existing shareholders of the Company with registered addresses in New Zealand and to whom the Offer is being made in reliance on the Financial Markets Conduct (Incidental Offers) Exemption Notice 2016 (as amended) (New Zealand).

This document has not been registered, filed with or approved by any New Zealand regulatory authority under the Financial Markets Conduct Act 2013 (New Zealand). This document is not an investment statement or prospectus under New Zealand law and is not required to, and may not, contain all the information that an investment statement or prospectus under New Zealand law is required to contain.

Shortfall Placement

In the event that less than $1,000,000 is applied for under the Plan, the full amount of the shortfall may be placed at the discretion of the Board subject to compliance with all

pg. 4

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necessary legal requirements. The Company confirms that any issue of shortfall will be placed subject to the Company’s compliance with ASX Listing Rule 7.1 and/or 7.1A at the time of issue. As at the date of this document, assuming that all Shares subscribed for under the Placement are issued (excluding the shares proposed to be issued to Alkane Resources Limited), the Company will have the capacity to issue 130,569,596 Shares under its ASX Listing Rule 7.1 capacity and 191,640,890 Shares under its ASX Listing Rule 7.1A capacity. Where the shortfall exceeds the Company’s available placement capacity, the shortfall will only be placed if shareholder approval is obtained.

The allocation of the shortfall will be at the absolute discretion of the Board. Accordingly, do not apply for Shortfall Shares unless instructed to do so by the Directors.

Indicative Timetable

Indicative Timetable
Record Date for Share Purchase Plan 21 April 2021
Announce
Share
Purchase
Plan
and
placementand Lodge Appendix 3B
22 April 2021
Issue of Shares under Placement, and lodge
Appendix 2A and Cleansing Notice with
ASX
30 April 2021
Dispatch Share Purchase Plan booklet to
shareholders and release Offer Letter on the
ASX platform
Opening date for Share Purchase Plan
30 April 2021
Closing date for Share Purchase Plan 21 May 2021
Announcement of result of Share Purchase
Plan
26 May 2021
Issue of new Shares under the Share
Purchase Plan and lodge Appendix 2A
28 May 2021

These dates are indicative only. The Company may vary the dates and times of the Offer without notice. Accordingly, shareholders are encouraged to submit their Applications as early as possible.

Should you wish to discuss any information contained in this letter further, do not hesitate to contact Genesis’ Company Secretary, Geoff James on +61 8 9322 6178 or email [email protected].

Yours faithfully

Tommy McKeith Chairman

Genesis Minerals Limited

pg. 5

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Genesis Minerals Limited ACN 124 772 041 Share Purchase Plan - Terms and Conditions

Purpose

The purpose of the Share Purchase Plan ( the Plan ), which will be conducted in conjunction with the Placement, is to offer shareholders of Genesis Minerals Limited ( Company ) the opportunity to acquire additional fully paid ordinary shares in the Company ( Shares ) up to a maximum of $30,000 (when combined with any shares issued under any share purchase plan in the 12 months preceding the date of the Plan) and a minimum of $2,000 worth of Shares.

The issue price of $0.06 under the Plan will be at a discount of 5.9% to the volume weighted average market price of the Shares over the last 5 trading days on which sales in the Shares were recorded prior to the date the Plan was announced.

The Company is intending to raise a maximum of $1,000,000 under the Plan. The Shares will not attract brokerage costs and will be issued without the need for the Company to issue a prospectus. The Plan is governed upon such terms and conditions as the board of directors of the Company, in its absolute discretion, sees fit.

No Financial Advice

This document does not provide financial advice and has been prepared without taking account of any person’s investment objectives, financial situation or particular needs. You should consider the appropriateness of participating in the Plan having regard to your investment objectives, financial situation or particular needs. Shareholders should seek independent financial and taxation advice before making any investment decision in relation to these matters.

Shareholders Eligible to Participate

Holders of Shares that are registered with an Australian or New Zealand address at the Record Date are eligible shareholders ( Eligible Shareholders ) and may participate in the Plan, unless such registered shareholder holds Shares on behalf of another person who resides outside Australia or New Zealand. Due to foreign securities laws, it is not practical for shareholders (or beneficial shareholders) resident in other countries to be offered the opportunity to participate in the Plan.

Participation in the Plan is optional and is subject to these Terms and Conditions. Offers made under the Plan are non-renounceable (i.e. Eligible Shareholders may not transfer their rights to any Shares offered under the Plan). Eligible Shareholders who wish to take up Shares issued under the Plan agree to be bound by the Company’s constitution in respect of Shares issued under the Plan.

An offer may, at the discretion of the directors of the Company ( Directors ), be made under the Plan once a year. The maximum amount which any shareholder may subscribe for in any consecutive 12-month period is $30,000. The Directors may also determine in their discretion the minimum amount for participation, the multiple of Shares to be offered under the Plan and the period the offer is available to Eligible Shareholders.

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Custodians, trustees and nominees

If you are an Eligible Shareholder and hold Shares as a custodian (as defined in ASIC Corporations (Share and Interest Purchase Plans) Instrument 2019/547 ( ASIC CI 2019/547 ) (refer below) ( Custodian ) or in any more specific ASIC relief granted to the Company in relation to the Plan), you may apply for up to $30,000 worth of new Shares for each beneficiary for whom you act as custodian provided you complete and submit, together with an Application, a certificate ( Custodian Certificate ) with the following information:

  • (a) that you held Shares on behalf of:

  • (i) one or more other persons that are not custodians; and/or

  • (ii) another custodian ( Downstream Custodian ) that holds beneficial interests in Shares on behalf of one or more other persons who are resident in Australia or New Zealand, to which those beneficial interests relate,

(each a Participating Beneficiary ) at the Record Date who have subsequently instructed you, and/or the Downstream Custodian, to apply for Shares under the Plan on their behalf;

  • (b) the number of Participating Beneficiaries and their names and addresses;

  • (c) the number of Shares that you hold on behalf of each Participating Beneficiary;

  • (d) the number or dollar amount of Shares that each Participating Beneficiary has instructed you, either directly or indirectly through a Downstream Custodian, to apply for on their behalf;

  • (e) that the application price for Shares applied under the Offer for each Participating Beneficiary for whom you act in addition to the application price for any other Shares issued to you as custodian (as a result of instruction given to you as Custodian or a Downstream Custodian) for that Participating Beneficiary under any arrangement similar to the Plan in the prior 12 months does not exceed $30,000;

  • (f) that a copy of the written offer document was given to each Participating Beneficiary; and

  • (g) where you hold Shares on behalf of a Participating Beneficiary indirectly, through one or more Downstream Custodians, the name and address of each Downstream Custodian.

For the purposes of ASIC CI 2019/547 you are a ‘ Custodian ’ if you provide a custodial or depository service in relation to shares of a body or interests in a registered scheme and you:

  • (a) hold an Australian financial services licence covering the provision of a custodial or depository service;

  • (b) are exempt from the requirement to hold an Australian financial services licence covering the provision of a custodial or depository service;

pg. 7

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  • (c) hold an Australian financial services licence covering the operation of an IDPS or is a responsible entity of an IDPS-like scheme;

  • (d) are a trustee of a self-managed superannuation fund or a superannuation master trust; or

  • (e) are a registered holder of shares or interests in the class and is noted on the register of members of the body or scheme as holding the shares or interests on account of another person.

If you hold Shares as a trustee or nominee for another person or persons but are not a Custodian as defined above, you cannot participate for beneficiaries in the manner described above. In this case, the rules for multiple single holdings (above) apply.

Custodians should request a Custodian Certificate when making an Application on behalf of Participating Beneficiaries. To request a Custodian Certificate and if you would like further information on how to apply, you should contact the Company’s share registry at any time from 8.30am to 5.00pm (WST time) Monday to Friday during the Offer period.

The Company reserves the right to reject any Application to the extent it considers that the Application (whether alone or in conjunction with other Applications) does not comply with these requirements. The Company reserves the right to reject Applications in accordance with these Terms and Conditions.

Price of Shares

The price of Shares to be issued under the Plan is $0.06 which represents a discount of 5.9% of the volume weighted average market price for the Shares over the last 5 trading days on which sales in the Shares were recorded prior to the date the Plan was announced, being $0.064.

Applications and Notices

At the discretion of the Directors, the Company will send Eligible Shareholders a letter of offer and acceptance procedures, inviting them to subscribe for Shares under the Plan, and accompanied by these Terms and Conditions of the Plan and an Application Form. Applications will not be accepted after the Closing Date of the Offer being 21 May 2021 . Over subscriptions to an offer will be refunded without interest.

Notices and statements made by the Company to participants may be given in any manner prescribed by its Constitution.

Acknowledgement

By completing an Application and making the associated payment in accordance with the options on your Application Form, you:

  • (a) irrevocably and unconditionally agree to the terms and conditions of the Plan and the terms and conditions of the Application Form and agree not to do any act or thing that would be contrary to the spirit, intention or purpose of the Plan;

  • (b) warrant that all details and statements in your Application are true and complete and not misleading;

pg. 8

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  • (c) agree that your Application will be irrevocable and unconditional (that is, it cannot be withdrawn even if the market price of the Shares is less than the Price);

  • (d) warrant that you are an Eligible Shareholder and are eligible to participate in the Plan;

  • (e) acknowledge that no interest will be paid on any application monies held pending the issue of Shares under the Plan or subsequently refunded to you for any reason;

  • (f) acknowledge that the Company and its officers and agents, are not liable for any consequences of the exercise or non-exercise of its discretions referred to in these terms and conditions;

  • (g) acknowledge and agree that if you are acting as a trustee, nominee or Custodian, each beneficial holder on whose behalf you are participating is resident in Australia or New Zealand, and you have not sent these Terms and Conditions, an Offer Document, or any materials relating to the Plan, to any person outside Australia and New Zealand;

  • (h) if you are applying on your own behalf (and not as a Custodian), acknowledge and agree that:

  • (i) you are not applying for Shares with an application price of more than $30,000 under the Plan (including by instructing a Custodian to acquire Shares on your behalf under the Plan); and

  • (ii) the total of the application price for the following does not exceed $30,000:

    • (A) the Shares the subject of the Application;

    • (B) any other Shares issued to you under the Plan or any similar arrangement in the 12 months before the Application (excluding Shares applied for but not issued);

    • (C) any other Shares which you have instructed a Custodian to acquire on your behalf under the Plan; and

    • (D) any other Shares issued to a Custodian in the 12 months before the Application as a result of an instruction given by you to the Custodian to apply for Shares on your behalf under an arrangement similar to the Plan.

  • (i) if you are a Custodian and are applying on behalf of a Participating Beneficiary on whose behalf you hold Shares, acknowledge and agree that:

  • (i) you are a Custodian (defined above);

  • (ii) you hold Shares (directly or indirectly) on behalf of one or more Participating Beneficiaries;

pg. 9

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  • (iii) you held Shares on behalf of the Participating Beneficiary as at the Record Date who has instructed you to apply for Shares on their behalf under the Plan;

  • (iv) each Participating Beneficiary on whose behalf you are applying for Shares has been given a copy of this document;

  • (v) the application price for the Shares applied for on behalf of the Participating Beneficiary, and any other Shares applied for on their behalf under a similar arrangement in the previous 12 months (excluding shares applied for but not issued), does not exceed $30,000; and

  • (vi) the information in the Custodian Certificate submitted with your Application is true, correct and not misleading;

  • (j) agree to be bound by the constitution of the Company (as amended from time to time);

  • (k) acknowledge that none of the Company, its advisers or agents, has provided you with any financial product or investment advice or taxation advice in relation to the Plan, or has any obligation to provide such advice; and

  • (l) authorise the Company, and its officers and agents, to correct minor or easily rectified errors in, or omissions from, your Application including the Application Form and to complete the Application by the insertion of any missing detail.

Placement of the Shortfall

Any shortfall from the Offer may be placed at the discretion of the Directors. The Company confirms that any issue of shortfall will be placed subject to the Company’s compliance with ASX Listing Rule 7.1 and 7.1A at the time of issue. As at the date of this document and assuming all 130,295,994 Shares are issued under the Placement (without Shareholder approval), the Company will have capacity to issue 130,569,596 Shares under its ASX Listing Rule 7.1 capacity and 191,640,890 Shares under its ASX Listing Rule 7.1A capacity.

The Company will seek shareholder approval for Alkane Resources Limited (a substantial shareholder of the Company) to participate in the Placement, up to the amount of $2,182,241, with up to 36,370,673 Shares anticipated to be issued to Alkane.

Issue of Shares

Shares to be issued under the Plan will be issued as soon as reasonably practicable after the Closing Date and in any even within 7 business days of the Closing Date and will rank equally in all respects with all other fully paid ordinary shares in the capital of the Company from the date of issue.

Shareholding statements or CHESS notification will be issued in respect of all Shares issued under the Plan. The Company will, promptly after the issue of Shares under the Plan, make application for those Shares to be listed for quotation on the official list of ASX.

Modification and Termination of the Plan

The Company may modify or terminate the Plan at any time. The Company will notify ASX of any modification to, or termination of, the Plan. The omission to give notice of any

pg. 10

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modification to, or termination of, the Plan or the failure of ASX to receive such notice will not invalidate the modification or termination.

Without limiting the above, the Company may issue to any person fewer Shares than the person applied for under the Plan if the issue of Shares applied for would contravene any applicable law or the Listing Rules of ASX.

Raising Amount and Scale back

The Company is seeking to raise a maximum of $1,000,000 under the Plan.

The maximum number of Shares which will be issued under this Plan is 16,666,667.

In the event of oversubscriptions, the Directors will, in their absolute discretion, scale-back all Applications on an equitable basis. If the Company rejects or scales-back an Application or purported Application, the Company will promptly return to the shareholder the relevant application monies, without interest.

Dispute Resolution

The Company may, in any manner it thinks fit, settle any difficulties, anomalies or disputes which may arise in connection with or by reason of the operation of the Plan, whether generally or in relation to any participant, Application or Shares. The decision of the Company in this respect will be conclusive and binding on all shareholders and other persons to whom that determination relates.

The Company reserves the right to waive strict compliance with any provision of these terms and conditions. The powers of the Company under these conditions may be exercised by the directors of the Company or any delegate of the directors of the Company.

Questions and Contact Details

If you have any questions regarding the Plan or how to deal with this Offer, please contact your stockbroker or professional adviser or Geoff James, Company Secretary on +61 8 9322 6178.

pg. 11

ABN 72 124 772 041

For all enquiries:

Phone:

(within Australia) 08 9322 6178

(outside Australia) +61 8 9322 6178

Make your payment:

See overleaf for details of the Offer and how to make your payment

Share Purchase Plan Application Form

[Your payment must be received by 5:00pm (AWST) Friday, 21 May 2021]

This is an important document that requires your immediate attention.

It can only be used in relation to the shareholding represented by the details printed overleaf. If you are in doubt about how to deal with this form, please contact your financial or other professional adviser.

By making payment you agree to be bound by the Constitution of Genesis Minerals Limited and that the submission of this payment constitutes an irrevocable offer by you to subscribe for Genesis Minerals Limited shares on the terms of the Share Purchase Plan (SPP).

Genesis Minerals Limited may make determinations in any manner it thinks fit, in relation to any difficulties which may arise in connection with the SPP whether generally or in relation to any participant or application.

Any determinations by Genesis Minerals Limited will be conclusive and binding on all Eligible Shareholders and other persons to whom the determination relates. Genesis Minerals Limited reserves the right to waive strict compliance with any provision of the terms and conditions of the SPP, to amend or vary those terms and conditions or to suspend or terminate the SPP at any time. Any such amendment, suspension or termination will be binding on all Eligible Shareholders even where Genesis Minerals Limited does not notify you of that event.

In addition, by making payment you certify that the aggregate of the application price paid by you for:

  • the New Shares the subject of the payment slip overleaf; and

  • any other shares and interests in the class applied for by you under the SPP or any similar arrangement in the 12 months prior to the date of submission of the payment, does not exceed $30,000.

Step 1: Registration Name & Offer Details

Details of the shareholding and the Offer are shown overleaf.

Please check the details provided and update your address via www.investorcentre.com if any of the details are incorrect.

If you have a CHESS sponsored holding, please contact your Controlling Participant to notify a change of address.

Step 2: Make Your Payment

Your payment must correspond to one of the options detailed overleaf. You may choose one option only. Note that the amount chosen may be subject to scale back in accordance with the terms of the SPP.

Choose one of the payment methods shown below.

BPAY ®: See overleaf. Do not return the payment slip with BPAY payment.

By Mail: Complete the reverse side of this payment slip and detach and return with your payment. Make your cheque, bank draft or money order payable in Australian dollars to " Genesis Minerals Limited " and cross " Not Negotiable ". The cheque must be drawn from an Australian bank. Cash is not accepted.

Payment will be processed on the day of receipt and as such, sufficient cleared funds must be held in your account as cheques received may not be re-presented and may result in your Application being rejected. Paperclip (do not staple) your cheque(s) to the payment slip. Receipts will not be forwarded. Funds cannot be debited directly from your account.

Entering your contact details is not compulsory, but will assist us if we need to contact you.

Genesis Minerals Limited Share Purchase Plan Application Form Payment must be received by 5:00pm (AWST) Friday, 21 May 2021

Turn over for details of the Offer è

® Registered to BPAY Pty Limited ABN 69 079 137 518

275694_0_COSMOS_Sample_CA/000001/000001/i

Share Purchase Plan Application Form

Registration Name & Offer Details

[For your security keep your SRN/] HIN confidential.

Registration Name:

Entitlement No:

Offer Details:

21 April 2021

Record date: Minimum value $2,000 available to purchase: Maximum value $30,000 available to purchase:

Make Your Payment by 5:00pm (AWST) Friday, 21 May 2021

To avoid postal delay make your payment via BPAY either online or by phone with your bank using the payment details below.

BPAY Cheque, bank draft or money order Biller Code: 348367  Make your cheque, bank draft or money order payable to " Genesis Minerals Ref No: Limited " and cross " Not Negotiable ". Return your payment with the below payment slip to: Computershare Investor Services Pty Limited Contact your financial institution to make your GPO BOX 505 Melbourne Victoria 3001 Australia

Contact your financial institution to make your payment from your cheque or savings account.

BPAY

Neither Computershare Investor Services Pty Limited (CIS) nor Genesis Minerals Limited accepts any responsibility for loss incurred through incorrectly completed BPAY payments. It is the responsibility of the applicant to ensure that funds submitted through BPAY are received by this time. Eligible Shareholders should use the customer reference number shown on this Application Form when making a BPAY payment.

MAIL

Neither CIS nor Genesis Minerals Limited accepts any responsibility if you lodge the payment slip below at any other address or by any other means.

Privacy Notice

The personal information you provide on this form is collected by CIS, as registrar for the securities issuer (the issuer ), for the purpose of maintaining registers of securityholders, facilitating distribution payments and other corporate actions and communications. In addition, the issuer may authorise us on their behalf to send you marketing material or include such material in a corporate communication. You may elect not to receive marketing material by contacting CIS using the details provided above or emailing [email protected]. We may be required to collect your personal information under the Corporations Act 2001 (Cth) and ASX Settlement Operating Rules. We may disclose your personal information to our related bodies corporate and to other individuals or companies who assist us in supplying our services or who perform functions on our behalf, to the issuer for whom we maintain securities registers or to third parties upon direction by the issuer where related to the issuer’s administration of your securityholding, or as otherwise required or authorised by law. Some of these recipients may be located outside Australia, including in the following countries: Canada, India, New Zealand, the Philippines, the United Kingdom and the United States of America. For further details, including how to access and correct your personal information, and information on our privacy complaints handling procedure, please contact our Privacy Officer at [email protected] or see our Privacy Policy at www.computershare.com/au/privacy-policies.

Detach here

Purchase Details for Genesis Minerals Limited (choose one option)

$2,000 worth of OR $5,000 worth of OR $10,000 worth of securities securities securities $15,000 worth of OR $20,000 worth of OR $25,000 worth of securities securities securities $30,000 worth of Entitlement No: securities

BPAY is the most efficient and secure form of payment. Your BPAY payment details are shown above.

Contact & Cheque Details

Contact Daytime Name Telephone Drawer Cheque Number BSB Number Account Number Amount of Cheque

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