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HYTERRA LTD Capital/Financing Update 2024

Apr 9, 2024

65084_rns_2024-04-09_9bac964e-6771-4887-82b0-fa162005cd01.pdf

Capital/Financing Update

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Appendix 3B - Proposed issue of securities

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Update Summary

Entity name HYTERRA LTD

Announcement Type

Update to previous announcement

Date of this announcement

10/4/2024

Reason for update to a previous announcement

Fractional entitlements will be rounded up to the nearest whole number, as per the Entitlement Issue Prospectus lodged with ASX on 8 April 2024.

Refer to next page for full details of the announcement

Appendix 3B - Proposed issue of securities

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Appendix 3B - Proposed issue of securities

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Part 1 - Entity and announcement details

1.1 Name of +Entity

HYTERRA LTD

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 68116829675

1.3 ASX issuer code

HYT

1.4 The announcement is

Update/amendment to previous announcement

1.4a Reason for update to a previous announcement

Fractional entitlements will be rounded up to the nearest whole number, as per the Entitlement Issue Prospectus lodged with ASX on 8 April 2024.

1.4b Date of previous announcement to this update

28/3/2024

1.5 Date of this announcement

10/4/2024

1.6 The Proposed issue is:

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

1.6a The proposed standard +pro rata issue is:

  • Non-renounceable

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Appendix 3B - Proposed issue of securities

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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

HYT : 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? No No

Details of +securities proposed to be issued

ASX +security code and description

HYT : ORDINARY FULLY PAID

ISIN Code (if Issuer is a foreign company and +securities do not have +CDIs issued over them)

ISIN Code for the entitlement or right to participate in a non-renounceable issue (if Issuer is foreign company and +securities do not have +CDIs issued over them)

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

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Appendix 3B - Proposed issue of securities

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What will be done with fractional Maximum number of +securities entitlements? proposed to be issued (subject to rounding) Fractions rounded down to the nearest 291,245,725 whole number or fractions disregarded 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 0.01800

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

Allocation of the Shortfall Shares will be at the discretion of the Board in conjunction with the Underwriter and will otherwise be subject to the terms of the Underwriting Agreement.

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

Describe the scale back arrangements

If the Entitlement Offer is oversubscribed (by take up of Entitlements and applications for Shortfall Securities by Eligible Shareholders), scale back will be applied to applications under the Shortfall Offer on a pro-rata basis to the respective shareholdings of Eligible Shareholders. There is no guarantee that Eligible Shareholders will receive Securities applied for under the Shortfall Offer.

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

Part 3C - Timetable

3C.1 +Record date

12/4/2024

3C.2 Ex date

11/4/2024

3C.4 Record date

12/4/2024

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Appendix 3B - Proposed issue of securities

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

17/4/2024 3C.6 Offer closing date 29/4/2024 3C.7 Last day to extend the offer closing date 23/4/2024 3C.9 Trading in new +securities commences on a deferred settlement basis 30/4/2024 3C.11 +Issue date and last day for entity to announce results of +pro rata issue 6/5/2024 3C.12 Date trading starts on a normal T+2 basis 7/5/2024 3C.13 First settlement date of trades conducted on a +deferred settlement basis and on a normal T+2 basis 9/5/2024

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? RM Corporate Finance Pty Ltd was appointed as underwriter and lead manager to the Entitlement Offer. 3E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker? o 6% of the Rights Issue amount as cash fee (comprising a 1% management fee and a 5% lodgement fee); o 1,666,666 Shares (which will be issued by utilising the Company's placement capacity under Listing Rule 7.1 following the completion of the Rights Issue); o 72,000,000 additional Underwriter Options, to be issued subject to shareholder approval at the Company's Annual General Meeting. 3E.2 Is the proposed offer to be underwritten? Yes 3E.2a Who are the underwriter(s)? RM Corporate Finance Pty Ltd was appointed as underwriter and lead manager to the Rights Issue. 3E.2b What is the extent of the underwriting (ie the amount or proportion of the offer that is underwritten)? The Rights Issue is fully underwritten by RM Corporate Finance Pty Ltd 3E.2c What fees, commissions or other consideration are payable to them for acting as underwriter(s)? Refer to 3E.1b

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3E.2d Please provide a summary of the significant events that could lead to the underwriting being terminated

RM's engagement may be terminated by either party with cause on 14 days' notice. In the event of fees or outlays that have accrued or are payable to date of termination, these fees shall be paid to RM within 14 days of such termination. Further details of the underwriting agreement will be disclosed on the Prospectus to be lodged on 8 April 2024.

3E.2e Is a party referred to in listing rule 10.11 underwriting or sub-underwriting the proposed offer? Yes

3E.2e (i) What is the name of that party?

Mee Family Holdings Pty Ltd ATF Mee Family Trust A/C (Mee Family Holdings) (an entity controlled by HYT Director, Mr Benjamin Mee)

3E.2e (ii) What is the extent of their underwriting or sub-underwriting (ie the amount or proportion of the offer they have underwritten or sub-underwritten)?

Mr. Benjamin Mee agrees to sub-underwrite the Rights Issue up to the value of A$120,000 (being 6,666,666 New Shares) pursuant to a Sub-underwriting Agreement.

3E.2e (iii) What fee, commission or other consideration is payable to them for acting as underwriter or sub-underwriter?

Mr Benjamin Mee will receive a 4% sub-underwriting fee on the amount sub-underwritten and (subject to shareholder approval) 600,000 Underwriter Options.

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

3E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed offer

Further details in relation to the Rights Issue will be included in the Prospectus to be lodged on 8 April 2024.

Part 3F - Further Information

3F.1 The purpose(s) for which the entity intends to use the cash raised by the proposed issue

Funds raised will be used to execute a multi-well exploration drilling program and pursue growth activities along the Nemaha Ridge, Kansas. Refer to ASX announcement dated 28 March 2024 for the Use of Proceeds of the Rights Issue.

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

Hong Kong, USA, Singapore, India

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

The Prospectus will be lodged with ASX and ASIC on 8 April 2024.

3F.7 Any other information the entity wishes to provide about the proposed issue

For further details, please refer to the ASX announcement dated 28 March 2024.

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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