GROUP 6 METALS LIMITED — Capital/Financing Update 2021

Oct 3, 2021

Monday 4 October 2021

ASX Market Announcements Australian Securities Exchange 20 Bridge Street Sydney NSW 2000

FOR ASX MARKET RELEASE

Share Purchase Plan

As announced on Monday 4 October 2021, King Island Scheelite Limited (ASX: KIS) (“ King Island Scheelite” or ” Company” ) is offering the opportunity for Eligible Shareholders to be issued, by the Company, additional ordinary fully paid shares ( New Shares ) under the Company’s share purchase plan ( SPP ), for the Company to raise up to about A$5,500,000.

Under the SPP, the Company invites Eligible Shareholders to each participate by subscribing for a minimum of $1,000 ( Minimum Application Amount ) with staged increments of A$1,000 up to a maximum of A$30,000 ( Maximum Application Amount) of its ordinary shares at $0.14 per New Share, without incurring any transaction or brokerage costs.

The right to participate in this SPP is available exclusively to Eligible Shareholders who are on the Company register at 7:00pm (Sydney time) on Friday 1 October 2021 ( Record Date ) and have a registered address in Australia or New Zealand. The SPP is targeted to close on Friday, 5 November 2021.

The SPP is underwritten by Elphinstone Holdings Pty Ltd and, subject to shareholder approval, an entity controlled by Director, Chris Ellis, Chrysalis Investments Pty Ltd ACN 064 046 224 as trustee for The Ellis Family Trust ( Underwriters ) who have each agreed to underwrite 50% of any shortfall up to an amount of $2,750,000. The Company may determine to raise a higher amount or decide to scale back Applications under the SPP at its absolute discretion.

The Company’s directors who are also Eligible Shareholders have each indicated that they will participate in the SPP.

To assist with consideration of this investment, Eligible Shareholders will be provided with an offer letter, the SPP terms and an application form ( SPP Offer Documents ). Copies of the SPP Offer Documents (excluding application forms) are attached to this announcement.

The proceeds from the SPP are proposed to be used to fund development of the Company’s Dolphin Project, including working capital.

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TIMETABLE
Description	Date	Activity
Record Date	Friday 1 October 2021	Date for determining Eligible Shareholders
Offer Announcement	Monday 4 October 2021	Offer is announced to the market
Offer Date	Tuesday 5 October 2021	Offer opens and Offer documentation dispatched
Annual General	Thursday, 4 November	Annual General Meeting to approve Equity
Meeting	2021	Raising
Closing Date	Friday, 5 November 2021	Applications must be received by 5.00pm Sydney time
Announce Results	Friday 12 November 2021	Announcement date of funds raised and shares to be issued
Allotment Date	Friday 12 November 2021	New Shares allotted
Trading Date	Monday 15 November 2021	New Shares commence trading on the ASX
Dispatch Date	Tuesday 16 November 2021	New Share Statements sent to Shareholders

This timetable is indicative only and may be subject to change and subject to the requirements of the Corporations Act 2001 (Cth) and the ASX Listing Rules.

For and on behalf of the Board.

Yours sincerely,

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Johann Jacobs

Executive Chairman

King Island Scheelite Limited

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King Island Scheelite Limited ABN 40 004 681 734

SHARE PURCHASE PLAN OFFER BOOKLET

This is an important document and requires your immediate attention.

Each Eligible Shareholder has the opportunity to participate in the King Island Scheelite Limited Share Purchase Plan by applying for up to A$30,000 of new ordinary shares in the Company without incurring brokerage or other transaction costs.

New Shares issued under the Share Purchase Plan will rank equally with existing ordinary shares in the Company.

This Offer Booklet provides details of the Share Purchase Plan and explains how shareholders can participate.

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You should read this Offer Booklet in full.

This Offer Booklet contains important information. You should read this Offer Booklet in full and seek advice from a broker, accountant or other professional adviser if you have any questions about your investment in the Company or the impact of the transactions described in this Offer Booklet. If you have any questions on how to participate in the SPP after reading this Offer Booklet, please contact Computershare Investor Services Pty Limited on 1300 850 505 (within Australia) or +61 (0)3 9415 4000 (outside Australia) between 8:30am and 5:00pm (Sydney time), Monday to Friday.

This Offer Booklet does not provide financial advice and has been prepared without considering your particular objectives, financial situation or needs.

NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES OR TO U.S. PERSONS

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Monday 4 October 2021

Dear Shareholder,

Share purchase plan

On behalf of the board of King Island Scheelite Limited ABN 40 004 681 734 (ASX: KIS) (“ King Island Scheelite” or ” Company ”), we are pleased to offer you the opportunity as an Eligible Shareholder[1] to be issued, by the Company, additional ordinary fully paid shares ( Shares ) under the Company’s share purchase plan ( SPP ), for the Company to raise up to about A$5,500,000.

The SPP provides each Eligible Shareholder with the opportunity to acquire up to A$30,000 of new fully paid ordinary shares in the Company ( New Shares ). There are no transaction costs or brokerage costs to participating shareholders.

I encourage Eligible Shareholders to participate in the SPP and take advantage of the opportunity to acquire the Company’s shares at an Issue Price of $0.14 per share, being a discount of 17.6% to the last traded price and a 19.4% discount to the 15‐day Volume Weighted Average Price ( VWAP ) on Friday 1 October 2021 (the Record Date)..

The SPP aims to raise up to approximately A$5,500,000 and is underwritten by Elphinstone Holdings Pty Ltd and, subject to shareholder approval, an entity controlled by Director, Chris Ellis, Chrysalis Investments Pty Ltd ACN 064 046 224 as trustee for The Ellis Family Trust ( Underwriters ) who have each agreed to underwrite 50% of any shortfall up to an amount of $2,750,000. The Company may determine to raise a higher amount or decide to scale back Applications under the SPP at its absolute discretion.

The proceeds from the SPP are proposed to be used to fund development of the Company’s Dolphin Project, including working capital.

Key features of the SPP

• Price – New Shares are offered under the SPP at an Issue Price of $0.14 per New Share, being a discount of 17.6% to the last traded price and a 19.4% discount to the 15‐day VWAP on Friday 1 October 2021.

• Eligible Shareholders – Participation in the SPP is optional and is open to shareholders who were on the Company register at 7.00pm (Sydney time) on Friday 1 October 2021 ( Record Date ) and have a registered address in Australia or New Zealand ( Eligible Shareholders ), including Eligible Shareholders who are custodians (as that term is defined in ASIC Instrument 2019/547) on behalf of Eligible Beneficiaries on the term and conditions set out in this Offer Booklet. Your right to participate in the SPP is not transferable.

1 The Company’s shareholders who were on the Company register at 7.00pm (Sydney time) on Friday 1 October 2021 (Record Date ) and have a registered address in Australia or New Zealand, including Eligible Shareholders who are custodians (as that term is defined in ASIC Instrument 2019/547) on behalf of Eligible Beneficiaries on the term and conditions set out in this Offer Booklet.

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• Offer Period – The SPP opens on Tuesday 5 October 2021 and is expected to close at 5.00pm (Sydney time) on Friday, 5 November 2021.

• Priority ‐ All New Shares issued under the SPP will rank equally with existing shares.

The terms and conditions of the SPP are set out in this Offer Booklet.

How to apply

To apply for New Shares under the SPP, you must either:

• complete and return the Acceptance Slip attached to your personalised Application Form, together with payment via cheque, bank draft or money order; or

• make a payment directly via BPAY (in which case, you do not need to return the Acceptance Slip attached to your Application Form).

Applications for New Shares can only be made in A$1,000 increments and must be for a minimum of A$1,000 and a maximum of A$30,000.

Please ensure you send your payment (whether by BPAY or by cheque, bank draft or money order) and Application Form, to allow time for payment to be received by 5.00pm (Sydney time) on Friday, 5 November 2021.

I encourage you to read this SPP Booklet carefully and in its entirety before deciding on whether to participate in the SPP.

This SPP Booklet is not financial advice and has been prepared without considering the objectives, financial situation or the needs of individuals. Before making an investment decision, you should consider the appropriateness of the information having regard to your own objectives, financial situation and needs and seek such legal, financial and/or taxation advice as necessary or appropriate. A cooling‐off regime does not apply in relation to the acquisition of New Shares under the SPP.

If you have any questions about the SPP, please contact Computershare Investor Services Pty Limited on 1300 850 505 (within Australia) or +61 (0)3 9415 4000 (outside Australia) between 8:30am and 5:00pm (Sydney time), Monday to Friday.

On behalf of the Board, I thank you for your continued support and encourage you to participate in the SPP.

For and on behalf of the Board.

Yours sincerely,

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Johann Jacobs

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Executive Chairman

King Island Scheelite Limited

SUMMARY OF OFFER

The SPP

The SPP provides each Eligible Shareholder with an opportunity to acquire New Shares (subject to any scale‐back at the Company’s absolute discretion) without paying any brokerage fees, commissions or other transaction costs, at the Issue Price of $0.14 per New Share for a total application price not exceeding A$30,000.

Eligible Shareholder

An Eligible Shareholder who may participate in the SPP is a registered holder of Shares at 7.00pm (Sydney time) on Friday 1 October 2021 with a registered address on the register in Australia or New Zealand. Shareholders who hold Shares on behalf of persons who reside outside Australia or New Zealand, or are in the United States, or acting for the account or benefit of a person in the United States are not entitled to participate in the SPP on behalf of those persons.

The Company will not issue New Shares to an applicant if those New Shares, either alone or in conjunction with the issue of Shares under other applications received by the Company, would contravene any law or the ASX Listing Rules.

Treatment of custodians, trustees and nominees

Please refer to the SPP Terms and Conditions for information on eligibility for custodian, trustee and nominee Shareholders.

Key dates

TIMETABLE
Date	ASX Trading	Description	Action
	Day
Friday 1 October	‐1	Record Date	Date for determining Eligible
2021			Shareholders

TIMETABLE	TIMETABLE	TIMETABLE	TIMETABLE
Date	ASX Trading Day	Description	Action
Friday 1 October 2021	‐1	Record Date	Date for determining Eligible Shareholders
Monday 4 October 2021	0	Offer Announcement	Offer is announced to the market
Tuesday 5 October 2021	1	Offer Date	Offer opens and Offer documentation dispatched to Eligible Shareholders
Thursday, 4 November 2021	23	Annual General Meeting	Annual General Meeting to approve Equity Raising
Friday, 5 November 2021	24	Closing Date	Offer closes. Applications must be received by 5.00pm Sydney time

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TIMETABLE
Date	ASX Trading Day	Description	Action
Friday 12 November 2021	29	Announce Results	Announcement date of funds raised and shares to be issued
Friday 12 November 2021	29	Allotment Date	New Shares allotted
Monday 15 November 2021	30	Trading Date	Trading of New Shares allotted under the Offer to commence
Tuesday 16 November 2021	31	Dispatch Date	New Share Statements sent to Shareholders

This timetable is indicative only, and subject to change. The Company reserves the right to alter the above dates at its discretion and without notice to you, subject to the ASX Listing Rules and the Corporations Act 2001 (Cth) ( Corporations Act ).

Minimum and maximum investments

You may apply for New Shares under the SPP up to a maximum subscription amount of A$30,000 at the Issue Price.

You may apply to acquire New Shares worth A$1,000 or another amount with staged increments of A$1,000 up to a maximum of A$30,000. The Company has the absolute discretion to scale‐back applications. Should this happen, the balance of any application monies, that are not applied to acquire New Shares under the SPP will be refunded to you without interest, except where the amount is less than A$1.00 in which instance it will be retained by the Company or donated to charity.

Issue Price

New Shares are offered under the SPP at an Issue Price of $0.14 per New Share, being a discount of 17.6% to the last traded price and a 19.4% discount to the 15‐day VWAP on Friday 1 October 2021.

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Proposed Capital Structure

	Equity Securities Market Capitalisation (at SPP Issue Price of $0.14)
	Number A$000
Shares on issue at the date of the Offer Share Purchase Plan estimated number of New Shares to be issued on Friday 12 November 2021 Total Issued Shares Unlisted options	408,952,882 57,253 39,285,714 5,500
	448,238,596 62,753
	31,375,000 ‐

Ranking of SPP New Shares

New Shares issued as part of the SPP will rank equally in all respects with existing Shares quoted on the ASX, with the same voting rights, dividend rights and other entitlements from the date of issue.

Underwriting

The Underwriters are each, subject to the terms of the underwriting agreements entered into between the Company and each of them, obliged to subscribe (or procure subscriptions) for 50% of any shortfall arising under the SPP up to an amount of $2,750,000. Each Underwriters’ underwriting obligations under the underwriting agreements are subject to a number of conditions, warranties, undertakings and termination events that are customary for an agreement of this nature. On completion of the SPP, the Company will be required to pay each Underwriter an underwriting fee of $110,000.

Given that one of the Underwriters, Chrysalis Investments Pty Ltd ACN 064 046 224 as trustee for The Ellis Family Trust, is controlled by a Director of the Company, Mr Chris Ellis, Shareholder approval is required before that entity may receive any shortfall shares under the SPP. Approval is being sought by the Company at the annual general meeting of the Company to be held on Thursday, 4 November 2021 .

In addition, given that the issuance of shares to the underwriter of a securities purchase plan is not covered by Exception 5 of ASX Listing Rule 7.2, any new Shares the subject of any shortfall will only be issued by the Company to Elphinstone Holdings Pty Ltd:

• a) if the Company has sufficient ASX Listing Rule 7.1 and/or ASX Listing Rule 7.1A placement capacity; or

• b) following receipt of Shareholder approval at the annual general meeting of the Company to be held on Thursday, 4 November 2021 at which Shareholders approve the making of the issue of New Shares the subject of the shortfall to Elphinstone Holdings Pty Ltd.

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Costs

No brokerage, commissions or other transaction costs are payable by Eligible Shareholders in relation to the application for, and the issue of, New Shares under the SPP.

SPP participation

Participation in the SPP is optional. If you do not wish to participate in the SPP, no action is required on your part. The offer under the SPP is non‐renounceable. This means you cannot transfer your right to be issued New Shares under the SPP to anyone else.

Application Form

Eligible Shareholders who receive more than one Application Form under the SPP, for example, because they hold Shares in more than one capacity, may apply on different Application Forms for New Shares but may not apply for New Shares with an aggregate dollar amount exceeding A$30,000.

Refunds

Refunds pursuant to the SPP may be paid under various circumstances. For example, if applications are made incorrectly the entire payment may be refunded, or if allocations are scaled‐back a partial refund may be made. If a refund is made, payment will be made either by direct deposit to a bank account or by cheque, according to your instructions held by Computershare Investor Services Pty Limited, at the time the payment is made. You can change your payment instructions by calling Computershare Investor Services Pty Limited on 1300 850 505 (within Australia) or +61 (0)3 9415 4000 (outside Australia). Refunds will be made as soon as practical after the SPP closes.

How to apply

Option 1: Pay by BPAY®

You can make a payment by BPAY®. To do this, you must use the Reference Number shown on the Application Form. If you make your payment with BPAY® you do not need to return your Application Form. You will not be able to withdraw or revoke your application or BPAY® payment once you have submitted it or made it or change the number of New Shares you have applied for.

Option 2: Use the enclosed Application Form

You can complete the Application Form, attach a cheque, bank draft or money order and submit your application in accordance with the instructions on the Application Form. Cheques, bank drafts and money orders should be made payable to "King Island Scheelite Limited" and crossed "Not Negotiable". Payments must be made in Australian dollars.

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Application Forms together with application monies equal to the number of New Shares you wish to acquire should be submitted in the reply‐paid envelope enclosed to:

King Island Scheelite Limited C/‐ Computershare Investor Services Pty Limited MAILING ADDRESS Computershare Investor Services Pty Limited GPO Box 505 Melbourne VIC 3001 Australia

All payments and applications must be received no later than 5.00pm (Sydney time) on Friday, 5 November 2021.

KING ISLAND SCHEELITE LIMITED Share purchase plan terms

Eligibility to participate

Participation in the SPP is optional. The SPP offer is open to all shareholders with a registered address in Australia or New Zealand as at the Record Date.

In accordance with relevant New Zealand securities law, a person who on the Record Date was registered as a holder of Shares with a New Zealand address but who, at the time of this offer, no longer holds Shares is not eligible to participate in the SPP.

Shareholders who hold Shares on behalf of persons who reside outside Australia or New Zealand, or are in the United States, or are acting for the account or benefit of a person in the United States, are not entitled to participate in the SPP on behalf of those persons. A trustee, nominee or custodian must not participate in the SPP on behalf of, nor distribute this document or any other document relating to the SPP to, any person in the United States. The Shares to be issued under this SPP have not been and will not be registered under the United States Securities Act of 1933, as amended (U.S. Securities Act), or the securities laws of any state or other jurisdiction of the United States. Accordingly, Shareholders who are located in the United States or are acting for the account or benefit of a person in the United States are not Eligible Shareholders entitled to participate in the SPP.

To the extent that you hold Shares on behalf of another person resident outside Australia or New Zealand, it is your responsibility to ensure that any application complies with all applicable foreign laws. Consistent with the representations, warranties and acknowledgements contained the Application Form included with these SPP Terms and Conditions, you may not submit any completed Application Forms for any person in the United States or who is acting for the account or benefit of a person in the United States. Failure to comply with these restrictions may result in violations of applicable securities laws.

Multiple holdings

If you are the only registered holder of Company shares, but you receive more than one offer under the SPP (for example, due to multiple registered holdings), you may only apply in total for a

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maximum of A$30,000 worth of shares.

Joint holders

If you are a joint holder of Company shares, that holding is considered to be a single registered holding for the purpose of the SPP. You are entitled to participate in the SPP for that single holding only. If you are a joint holder and you receive more than one offer under the SPP, you may only apply in total for a maximum of A$30,000 worth of shares.

Trustee or nominee

If you are noted on the Company’s share register as a trustee or nominee for a named beneficiary, you may only apply for one maximum parcel of shares for each named beneficiary. If the Company’s share registry does not record a named beneficiary for your trustee or nominee holding, the rules for multiple single holdings apply.

Custodians

If you are a custodian within the definition of ‘custodian’ in ASIC Corporations (Share and Interest Purchase Plans) Instrument 2019/547 (as varied) and hold Company shares for one or more persons (each a Participating Beneficiary), or for another custodian of Company shares, you may apply for up to a maximum of A$30,000 worth of shares for each Participating Beneficiary, subject to providing the Company a ‘custodian certificate’ in addition to the application form, which certifies matters required by ASIC Corporations (Share and Interest Purchase Plans) Instrument 2019/547 (as varied).

Please contact the share registry to obtain the form of the custodian certificate.

Directors

Directors of the Company who are Eligible Shareholders may participate in the SPP.

How do I accept

Participation in the SPP is optional. Eligible Shareholders may apply to be issued a parcel of New Shares with a dollar amount of A$1,000 or another amount with staged increments of A$1,000 up to a maximum of A$30,000. If you are an Eligible Shareholder and wish to participate in the SPP, you must follow the instructions on the Application Form. To participate, you should either:

(a) return your application form, together with a cheque, bank draft or money order; or

• (b) pay the Application Amount via BPAY[®] ,

so that payment is received by 5.00pm (Sydney time) on Friday, 5 November 2021.

BPAY[®] instructions are set out on the application form. If you use BPAY[®] , you do not need to return your application form. Please make sure you use the specific biller code and unique reference number on your personalised application form. Your financial institution may implement earlier cut‐ off times for electronic payment. You should take this into consideration when making payment.

If paying by cheque, bank draft or money order, use the reply‐paid envelope or deliver it to the address on the application form. Applications received after the Closing Date will not be accepted.

Funds received for applications by cheque, bank draft or money order or BPAY[®] will be regarded as

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applications for the maximum number of shares that those funds will pay for in full.

Importantly, while participation in the plan is optional, once applications are submitted, they cannot be withdrawn.

Price of New Shares under the SPP

New Shares are offered under the SPP at an Issue Price of $0.14 per New Share, being a discount of 17.6% to the last traded price and a 19.4% discount to the 15‐day VWAP on Friday 1 October 2021.

Ranking of New Shares

New Shares issued under the SPP will rank equally in all respects with existing Shares quoted on the ASX, with the same voting rights, dividend rights and other entitlements.

ASX quotation

After shares are issued and allotted under the SPP, the Company will apply to ASX for quotation of the shares on the Australian Securities Exchange’s Official List and send an allotment notice to each Eligible Shareholder’s registered address.

No costs

Eligible Shareholders may subscribe without incurring brokerage costs, commission or other transaction costs.

Market price risk

The Company’s market price may vary at any time during the offer period and the Company’s shares may trade at a price that is lower than the Issue Price.

By accepting the SPP offer, you accept the risk that the market price of the Company’s shares may fall below the Issue Price between the date of this offer and the Allotment Date, in which case you may have been able to buy the Company’s shares at a lower price than the Issue Price.

By making an application, you represent to the Company the matters set out below under the heading ‘Your representations’ in these terms and in the application form.

How many shares

Eligible Shareholders receive the number of shares equal to the Application Amount (subject to any scale‐back) divided by the Issue Price. Fractions will be rounded up, and the difference (being any amount less than the Issue Price) may be retained by the Company.

The Issue Price does not exceed the limit prescribed by the ASX Listing Rules and ASIC Corporations (Share and Interest Purchase Plans) Instrument 2019/547.

New Shares issued under the SPP may be sold or transferred on ASX at any time after the Trading Date.

Scale‐back

The Company may, in its absolute discretion, scale‐back applications under the SPP.

Factors that the Company may consider in determining any scale‐back include:

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• (a) compliance with regulatory requirements;

• (b) the amount applied for by each shareholder;

• (c) the number of shares held at the Record Date; and

• (d) if the shareholder remains on the register at the Closing Date.

The Company may scale‐back applications below the Minimum Application Amount. Scale‐back decisions are made by the board and are final.

If a scale‐back occurs, the difference between the value of the shares allotted and the Application Amount paid to the Company (only where the amount is greater than the Issue Price) will be refunded by cheque and mailed to you as soon as practicable following the Allotment Date. Any scale‐back will be announced on the Allotment Date. No interest will be paid on any Application Amount paid or refunded.

Timetable

TIMETABLE
Description	Date	Action
Record Date	Friday 1 October 2021	Date for determining Eligible Shareholders
Offer Announcement	Monday 4 October	Offer is announced to the market
	2021
Offer Date	Tuesday 5 October	Offer opens and Offer documentation
	2021	dispatched
Annual General Meeting	Thursday, 4 November	Annual General Meeting to approve Equity
	2021	Raising
Closing Date	Friday, 5 November	Applications must be received by 5.00pm
	2021	Sydney time
Announce Results	Friday 12 November	Announcement date of funds raised and
	2021	shares to be issued
Allotment Date	Friday 12 November	New Shares allotted
	2021
Trading Date	Monday 15 November	New Shares commence trading on the ASX
	2021
Dispatch Date	Tuesday 16 November	New Share Statements sent to Shareholders
	2021

The Company’s rights

The Company may reject any application for shares under the SPP if:

(a) it considers that the application does not comply with these terms;

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• (b) you are not an Eligible Shareholder;

• (c) a cheque is returned unpaid;

• (d) the application form has not been properly completed; or

• (e) there are grounds for believing that the applicant is not acting in good faith.

The Company may modify, suspend or cancel the SPP at any time. If the Company does this, it will notify ASX. If the SPP is cancelled, the Application Amount will be refunded without interest. Neither the Company nor the board accepts or assumes any liability to shareholders because of the variation, suspension or termination of SPP.

The Company may settle, at its discretion in any manner it deems fit, any anomalies or disputes in connection with the SPP and that decision is conclusive and binding on all applicants. The Company reserves the right to waive strict compliance with these terms.

Your representations

By completing and returning the application form or by making a BPAY[®] payment, you:

• (a) certify to the Company that you are an Eligible Shareholder;

• (b) authorise the Company (and its officers and agents) to correct any error in, or omission from, your application form;

• (c) accept the risks of the delivery of any refund to you;

• (d) acknowledge that the Company may at its discretion determine that your application form is valid, even if the application form is invalid;

• (e) irrevocably and unconditionally agree to these terms; and

• (f) acknowledge that the Company is not liable for any exercise of its discretions referred to in these terms.

Compliance

The offer of New Shares under the SPP is made in accordance with the requirements of the ASIC Corporations (Share and Interest Purchase Plans) Instrument 2019/547.

Dispute resolution

The Company may settle in any manner it thinks fit, any difficulties, anomalies or disputes that may arise in connection with or by reason of the operation of the SPP and the decision of the Company will be conclusive and binding on all participants and other persons to whom the determination relates.

Waiver, amendment, suspension and withdrawal

The Company may, at its discretion, waive compliance with any provision of these SPP Terms and Conditions, amend or vary these SPP Terms and Conditions, or suspend or withdraw the offer at any time. Any such waiver, amendment, variation, suspension or withdrawal will be binding on all Eligible Shareholders even where the Company does not notify you of the event.

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Underwriting

The SPP is underwritten by Elphinstone Holdings Pty Ltd and, subject to shareholder approval, an entity controlled by Director, Chris Ellis, Chrysalis Investments Pty Ltd ACN 064 046 224 as trustee for The Ellis Family Trust.

Governing law

These SPP Terms and Conditions are governed by the laws in force in New South Wales, Australia.

Privacy policy

Chapter 2C of the Corporations Act requires information about you as a Shareholder (including your name, address and details of the New Shares you hold) to be included in the public register of the entity in which you hold New Shares. This information must continue to be included in the public register if you cease to be a Shareholder. The Privacy Amendment (Private Sector) Act 2000 (Cth) does not alter these statutory obligations.

The Company and Computershare Investor Services Pty Limited may collect personal information to process your application and implement the SPP, and to administer your shareholding. The personal information we collect may include your name, address, other contact details, bank account details and details of your shareholdings in the Company.

The Computershare Investor Services Pty Limited privacy statement is available on their website https://www‐au.computershare.com/.

The personal information contained on the Company’s register is also used to facilitate payments and corporate communications (including financial results, annual reports and other information to be communicated to Shareholders) and to ensure compliance with legal and regulatory requirements, including Australian taxation laws and the Corporations Act.

Shareholders who are individuals and the other individuals in respect of whom personal information is collected, as outlined above, have certain rights to access, correct or update the personal information held about them, subject to some exceptions allowed by law. Such individuals should contact Computershare Investor Services Pty Limited by email at

registry.sydney@computershare.com.au in the first instance if they wish to request access to that personal information. Reasons will be given if access is denied.

Your personal information may be disclosed to joint investors, registry, to securities brokers, to third party service providers (including print and mail service providers, technology providers, and professional advisers), to related entities of the Company and each of their agents and contractors, and to Australian Securities Exchange and other regulatory authorities, and in any case, where disclosure is required or allowed by law (which may include disclosures to the Australian Taxation Office and other government or regulatory bodies or where you have consented to the disclosure). In some cases, the types of organisations referred to above to whom we will disclose your personal information may be located overseas.

The main consequence of not providing the personal information outlined above would be that the Company may be hindered in, or prevented from, processing your application, and from conducting and implementing the SPP.

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Other information

The Offer is non‐renounceable, which means that you cannot transfer your right to be issued New Shares under the SPP to anyone else. New Shares issued under the SPP will rank equally in all respects with existing fully paid shares.

This document is not an offer of securities in any place outside Australia or New Zealand and does not take into account your individual investment objectives, financial situation or particular needs. An investment in the Company is speculative.

Therefore, you should obtain independent financial and taxation advice before making an investment decision.

No action has been taken to permit a public offering of the Company’s shares in any jurisdiction outside New Zealand and Australia. The distribution of this document in a jurisdiction outside New Zealand and Australia may be restricted by law and persons who come into possession of it (including nominees, trustees or custodians) should seek advice on and observe any such restrictions.

No person may subscribe for, purchase, offer, sell, distribute or deliver the Company’s shares, or be in possession of, or distribute to any other person, any offering material or any documents in connection with the Company’s shares, in any jurisdiction other than in compliance with all applicable laws and regulations. Without limiting the foregoing, this document may not be sent into or distributed in the United States.

These materials do not constitute an offer of securities for sale in the United States or to “U.S. persons” (as defined in Regulation S under the U.S. Securities Act 1933, as amended (the U.S. Securities Act)) (U.S. Persons) and may not be sent or disseminated, directly or indirectly, in the United States or to any U.S. Person in any place. King Island Scheelite Limited Shares have not been and will not be registered under the U.S. Securities Act or the securities laws of any state of the United States.

Other terms and conditions

Shareholders will be bound by the constitution of the Company and these SPP Terms and Conditions by accepting the offer to acquire New Shares under the SPP.

17 | P a g e

ABN 40 004 681 734

For all enquiries:

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Phone:

(within Australia) 1300 850 505 (outside Australia) +61 3 9415 4000

Web:

www.investorcentre.com/contact

KIS

MR SAM SAMPLE 123 SAMPLE STREET SAMPLETOWN VIC 3000

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 (Sydney time) Friday, 5 November 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 King Island Scheelite Limited and that the submission of this payment constitutes an irrevocable offer by you to subscribe for King Island Scheelite Limited shares on the terms of the Share Purchase Plan (SPP).

King Island Scheelite 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 King Island Scheelite Limited will be conclusive and binding on all Eligible Shareholders and other persons to whom the determination relates. King Island Scheelite 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 King Island Scheelite Limited does not notify you of that event.

In addition, by making payment you certify that:

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

• The total of the application price does not exceed $30,000 in relation to:

• a) the New Shares that are the subject of this application; and b) any other Shares issued to you under the Offer or any similar arrangement in the 12 months before the application

• (excluding Shares applied for but not issued).

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

Note that shares may be purchased in increments of $1,000 subject to purchase of the minimum value and not exceeding the maximum value. 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 " King Island Scheelite 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.

King Island Scheelite Limited Share Purchase Plan Application Form Payment must be received by 5.00pm (Sydney time) Friday, 5 November 2021

® Registered to BPAY Pty Limited ABN 69 079 137 518

Turn over for details of the Offer è

916CR_0_Sample_CA/000001/000001/i

X 9999999991 I ND

X X

Share Purchase Plan Application Form

Registration Name & Offer Details

MR SAM SAMPLE Registration Name: 123 SAMPLE STREET SAMPLETOWN VIC 3000

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

Entitlement No: 12345678

Offer Details:

Record date: 7.00pm (Sydney time) Friday, 1 October 2021 Minimum value $1,000 available to purchase: Maximum value $30,000 available to purchase:

Make Your Payment by 5.00pm (Sydney time) Friday, 5 November 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: 999999  Make your cheque, bank draft or money order payable to " King Island Scheelite Ref No: 1234 5678 9123 4567 89 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 King Island Scheelite 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 King Island Scheelite 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 privacy@computershare.com.au. 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 privacy@computershare.com.au or see our Privacy Policy at www.computershare.com/au/privacy-policies.

Detach here

Purchase Details for King Island Scheelite Limited

Amount between $1,000 and $30,000 in $1,000 increments

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A$ .
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You may apply for securities in $1,000 increments from a minimum of $1,000 up to a maximum of $30,000.

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12345678
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Entitlement No: 12345678

MR SAM SAMPLE 123 SAMPLE STREET SAMPLETOWN VIC 3000

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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123456789123456789+0000000001-3051+14