IGO LIMITED — Capital/Financing Update 2020

Dec 8, 2020

Proposed issue of securities

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Announcement Summary

Entity name IGO LIMITED

Announcement Type

New announcement

Date of this announcement

Wednesday December 9, 2020

The Proposed issue is: An accelerated offer A placement or other type of issue

Total number of +securities proposed to be issued for an accelerated offer

Maximum Number of ASX +security code +Security description +securities to be issued IGO ORDINARY FULLY PAID 69,505,534

Trading resumes on an ex-entitlement basis (ex date) Friday December 11, 2020

+Record date

Friday December 11, 2020

Offer closing date for retail +security holders

Friday January 15, 2021

Issue date for retail +security holders

Friday January 22, 2021

Total number of +securities proposed to be issued for a placement or other type of issue

Maximum Number of ASX +security code +Security description +securities to be issued IGO ORDINARY FULLY PAID 96,960,219 Proposed +issue date Friday December 18, 2020

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Refer to next page for full details of the announcement

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Part 1 - Entity and announcement details

1.1 Name of +Entity

IGO LIMITED

We (the entity named above) give ASX the following information about a proposed issue of +securities and, if ASX agrees to +quote any of the +securities (including any rights) on a +deferred settlement basis, we agree to the matters set out in Appendix 3B of the ASX Listing Rules.

1.2 Registered Number Type

Registration Number

ACN 092786304

1.3 ASX issuer code

IGO

1.4 The announcement is

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New announcement

1.5 Date of this announcement

Wednesday December 9, 2020

1.6 The Proposed issue is:

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An accelerated offer A placement or other type of issue

1.6b The proposed accelerated offer is

Accelerated non-renounceable entitlement offer (commonly known as a JUMBO or ANREO)

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Part 3 - Details of proposed entitlement offer issue

Part 3A - Conditions

3A.1 - Are any of the following approvals required for the entitlement offer to be unconditional? +Security holder approval Court approval Lodgement of court order with +ASIC ACCC approval FIRB approval Another approval/condition external to the entity

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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

IGO : 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

IGO : ORDINARY FULLY PAID

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

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

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

Has the offer ratio been determined? Yes

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The quantity of additional +securities For a given quantity of +securities to be issued held 2 17 What will be done with fractional Maximum number of +securities entitlements? proposed to be issued (subject to rounding) Fractions rounded up to the next 69,505,534 whole number

Offer price details for retail security holders

Has the offer price for the retail offer been determined?

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Yes

In what currency will the offer be What is the offer price per +security made? for the retail offer? AUD - Australian Dollar AUD 4.60000

Offer price details for institutional security holders

Has the offer price for the institutional offer been determined? Yes

In what currency will the offer be What is the offer price per +security made? for the institutional offer? AUD 4.60000 AUD - Australian Dollar

Oversubscription & Scale back details

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

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Yes

Describe the limits on over-subscription

None

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

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Yes

Describe the scale back arrangements

If eligible retail shareholders apply for more additional new shares than available in the entitlement offer, IGO will scale back applications for additional new shares in its absolute discretion. Without limiting its discretion, IGO may have regard to the pro rata entitlement of eligible retail shareholders who apply for additional new shares.

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

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Yes

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Part 3D - Timetable

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3D.1a First day of trading halt

Wednesday December 9, 2020

3D.1b Announcement date of accelerated offer

Wednesday December 9, 2020

3D.2 Trading resumes on an ex-entitlement basis (ex date)

Friday December 11, 2020

3D.5 Date offer will be made to eligible institutional +security holders

Wednesday December 9, 2020

3D.6 Application closing date for institutional +security holders

Thursday December 10, 2020

3D.8 Announcement of results of institutional offer

(The announcement should be made before the resumption of trading following the trading halt)

Thursday December 10, 2020

3D.9 +Record date

Friday December 11, 2020

3D.10a Settlement date of new +securities issued under institutional entitlement offer

Thursday December 17, 2020

3D.10b +Issue date for institutional +security holders

Friday December 18, 2020

3D.10c Normal trading of new +securities issued under institutional entitlement offer

Friday December 18, 2020

3D.11 Date on which offer documents will be sent to retail +security holders entitled to participate in the +pro rata issue

Tuesday December 15, 2020

3D.12 Offer closing date for retail +security holders

Friday January 15, 2021

3D.13 Last day to extend retail offer close date

Tuesday January 12, 2021

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3D.16 Entity announces results of retail offer, including the number and percentage of +securities taken up by existing retail +security holders. Tuesday January 19, 2021 3D.19 +Issue date for retail +security holders Friday January 22, 2021 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? Citigroup Global Markets Australia Pty Ltd (ABN 64 003 114 832) and Macquarie Capital (Australia) Limited (ABN 79 123 199 548) (Joint Lead Managers) 3E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker? 0.40% of Institutional Entitlement Offer Proceeds and 1.20% of the Retail Entitlement Offer Proceeds. On Completion, IGO may also in its absolute discretion pay the Joint Lead Managers an additional fee of up to 0.25% of the Institutional Offer Proceeds and the Retail Offer Proceeds. 3E.2 Is the proposed offer to be underwritten? Yes 3E.2a Who are the underwriter(s)? Citigroup Global Markets Australia Pty Ltd (ABN 64 003 114 832) and Macquarie Capital (Australia) Limited (ABN 79 123 199 548) (Joint Lead Managers) 3E.2b What is the extent of the underwriting (ie the amount or proportion of the offer that is underwritten)? The institutional component of the Entitlement Offer is underwritten. The retail component of the Entitlement Offer is not underwritten. 3E.2c What fees, commissions or other consideration are payable to them for acting as underwriter(s)? 1.40% of the Institutional Offer Proceeds as an underwriting fee. On Completion, IGO may also, in its absolute discretion, pay the Joint Lead Managers an additional fee of up to 0.25% of the Institutional Offer Proceeds and the Retail Offer Proceeds. 3E.2d Please provide a summary of the significant events that could lead to the underwriting being terminated See "Equity raising risk" on slide 58 of IGO's investor presentation dated 9 December 2020 for a summary of the underwriting agreement. This includes a summary of the significant events that could lead to the underwriting being terminated. 3E.2e Is a party referred to in listing rule 10.11 underwriting or sub-underwriting the proposed offer? No 3E.3 Will brokers who lodge acceptances or renunciations on behalf of eligible +security holders be paid a handling fee or commission? No

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3E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed offer Standard share registry, external advisers and ASX administrative fees. Part 3F - Further Information 3F.1 The purpose(s) for which the entity intends to use the cash raised by the proposed issue To partially fund the proposed acquisition of a 49% interest in TL Energy Australia, the 51% owner of the Greenbushes Lithium Mine and 100% owner-operator of the Kwinana lithium hydroxide plant. Refer to investor presentation dated 9/12/2020 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 Institutional offer extended to security holders in Australia,Canada,Denmark,Germany,Hong Kong,Ireland,Japan,Netherlands,New Zealand,Norway,Singapore,Sweden,Switzerland,UAE,UK & US. Retail offer extended to security holders in Australia & New Zealand. 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 https://www.igo.com.au/

3F.7 Any other information the entity wishes to provide about the proposed issue n/a 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)? No

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Part 7 - Details of proposed placement or other issue

Part 7A - Conditions

7A.1 - Are any of the following approvals required for the placement or other type of issue? +Security holder approval Court approval Lodgement of court order with +ASIC ACCC approval FIRB approval Another approval/condition external to the entity

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No

Part 7B - Issue details

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 +security include an offer of attaching +securities? No

Details of +securities proposed to be issued

ASX +security code and description

IGO : ORDINARY FULLY PAID

Number of +securities proposed to be issued

96,960,219

Offer price details

Are the +securities proposed to be issued being issued for a cash consideration? Yes

In what currency is the cash What is the issue price per consideration being paid? +security? AUD - Australian Dollar AUD 4.60000

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

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Part 7C - Timetable

7C.1 Proposed +issue date

Friday December 18, 2020

Part 7D - Listing Rule requirements

7D.1 Has the entity obtained, or is it obtaining, +security holder approval for the entire issue under listing rule 7.1? No

7D.1b Are any of the +securities proposed to be issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1? Yes

7D.1b ( i ) How many +securities are proposed to be issued without security holder approval using the entity's 15% placement capacity under listing rule 7.1?

96,960,219

7D.1c Are any of the +securities proposed to be issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A (if applicable)? No

7D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue? No

7D.3 Will any of the +securities to be issued be +restricted securities for the purposes of the listing rules? No

7D.4 Will any of the +securities to be issued be subject to +voluntary escrow? No

Part 7E - Fees and expenses

7E.1 Will there be a lead manager or broker to the proposed issue? Yes

7E.1a Who is the lead manager/broker?

Citigroup Global Markets Australia Pty Ltd (ABN 64 003 114 832) and Macquarie Capital (Australia) Limited (ABN 79 123 199 548) (Joint Lead Managers)

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7E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker?

0.40% of Institutional Entitlement Offer Proceeds and 1.20% of Retail Entitlement Offer Proceeds. On Completion, IGO may also in its absolute discretion pay the Joint Lead Managers an additional fee of up to 0.25% of the Institutional Offer Proceeds and the Retail Offer Proceeds.

7E.2 Is the proposed issue to be underwritten? Yes

7E.2a Who are the underwriter(s)?

Citigroup Global Markets Australia Pty Ltd (ABN 64 003 114 832) and Macquarie Capital (Australia) Limited (ABN 79 123 199 548) (Joint Lead Managers)

7E.2b What is the extent of the underwriting (ie the amount or proportion of the proposed issue that is underwritten)?

The Placement is fully underwritten by the Joint Lead Managers.

7E.2c What fee, commission or other consideration is payable to them for acting as underwriter(s)?

1.40% of the Institutional Offer Proceeds as an underwriting fee. On Completion, IGO may also in its absolute discretion pay the Joint Lead Managers an additional fee of up to 0.25% of the Institutional Offer Proceeds and the Retail Offer Proceeds.

7E.2d Please provide a summary of the significant events that could lead to the underwriting being terminated.

See "Equity raising risk" on slide 58 of IGO's investor presentation dated 9 December 2020 for a summary of the underwriting agreement. This includes a summary of the significant events that could lead to the underwriting being terminated.

7E.3 Is a party referred to in listing rule 10.11 underwriting or sub-underwriting the proposed issue? No

7E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed issue Standard share registry, external advisers and ASX administrative fees.

Part 7F - Further Information

7F.01 The purpose(s) for which the entity is issuing the securities

To partially fund the proposed acquisition of a 49% interest in TL Energy Australia, the 51% owner of the Greenbushes Lithium Mine and 100% owner of the Kwinana lithium hydroxide plant. Refer to the ASX announcements dated 9 December 2020.

7F.1 Will the entity be changing its dividend/distribution policy if the proposed issue proceeds? No

7F.2 Any other information the entity wishes to provide about the proposed issue

n/a

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