LITHIUM UNIVERSE LIMITED — Capital/Financing Update 2021

Dec 19, 2021

ASX Release

20 December 2021

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Private Placement to Accelerate Buy and Build Strategy

HIGHLIGHTS

• $1.6 million raised in a well-supported and oversubscribed placement

• The placement will provide Mogul with additional working capital to accelerate the Company’s execution against its buy and build strategy in the gaming sector.

• Mogul to leverage its best in class online esports tournament and matchmaking platform

• Strong balance sheet with ~A5.3m in cash (post capital raise completion).

Esports Mogul Limited (ASX: ESH) (Mogul or the Company) is pleased to announce it has received binding commitments to raise A$1.6m in an oversubscribed placement of 320,000,000 fully paid ordinary shares to sophisticated investors at A$0.005 per share, ( the Placement ). Subscribers in the Placement will also receive one (1) free-attaching option ( Option ) for every two (2) Placement Shares subscribed for and issued, exercisable at $0.01 per Option on or before 30 November 2023. The Options will be unquoted.

T he Issue Price represents a 16.67% discount to the Company’s Volume Weighted Average Price (VWAP) over the last 15 days the shares traded, being A$0.006 per share.

With ~$A5.3m in cash after the Placement, Mogul intends to use the proceeds from the Placement to provide additional working capital to accelerate the Company’s execution against its buy and build strategy in the gaming sector.

The focus will be on games companies with strong teams, great IP, profitable and engaged audiences to ensure future scalability and continuous growth. These may include PC, console or Mobile games companies and include existing and new business models - including play-to-earn.

Mogul’s Chairman, Gernot Abl, commented:

“We’re pleased to have received such significant support for this placement. Investor appetite was significant, further supporting the board’s decision to have Chris Bergstresser develop and lead Mogul’s buy and build strategy.

“We now look forward to the next three to six months as we seek to identify suitable targets within the video gaming industry.”

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Esports Mogul Limited ABN: 22 148 878 782 Suite 4, Level 10, 221 Queen Street, Melbourne, Victoria 3000 W: esh.mogul.gg | T: +61 3 9602 5564| E: ir@mogul.gg

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Shares issued under the Placement will rank equally with existing fully paid ordinary shares and will be issued within the Company’s existing placement capacity under ASX Listing Rule 7.1 and 7.1A. Accordingly, shareholder approval is not required for the Placement.

The Options will be issued within the Company’s existing placement capacity under ASX Listing Rule 7.1 and will also not require shareholder approval.

The Company intends to issue 320,000,000 shares and 160,000,000 options under its ASX Listing Rule 7.1 and 7.1A placement capacity, with 275,299,094 shares and 160,000,000 options being issued under ASX Listing Rule 7.1 and 44,700,906 shares being issued under ASX Listing Rule 7.1A.

Settlement of the Placement and Options is expected to be completed by Wednesday 22 December 2021.

A fee of 6% will be paid to broker applications.

For further information, please contact:

Gernot Abl Executive Chairman Mogul T: +61 419 802 653 E: gernot.abl@mogul.gg ASX Release authorised by the Board of Directors.

About Esports Mogul (ASX:ESH)

Esports Mogul Limited (ASX: ESH) ( Mogul or the Company ) is an ASX listed gaming, esports media and software business.

Mogul owns and operates the mogul.gg tournament platform – the world’s most advanced pure-play online esports tournament and matchmaking platform with automation for major esports titles, including in platform chat and streaming functionality.

Mogul’s platform attracts esports teams, tournament organisers, influencers, community groups, game publishers, and players of any skill level with a centralised esports offering built on an industry-leading tournament and matchmaking platform.

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Esports Mogul Limited ABN: 22 148 878 782 Suite 4, Level 10, 221 Queen Street, Melbourne, Victoria 3000 W: esh.mogul.gg | T: +61 3 9602 5564| E: ir@mogul.gg

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OPTION TERMS AND CONDITIONS

T he terms and conditions of the Options are:

(i) Entitlement

Each Option entitles the holder to subscribe for one fully paid ordinary share in the capital of the Company ( Share ) upon exercise of the Option.

(ii) Exercise Price

Subject to paragraph (xii), the amount payable upon exercise of each Option will be $0.01 ( Exercise Price ).

(iii) Expiry Date

Each Option will expire at 5:00 pm (EST) on or before 30 November 2023 ( Expiry Date ). An Option not exercised before the Expiry Date will automatically lapse on the Expiry Date.

(iv) Exercise Period

The Options are exercisable at any time on or prior to the Expiry Date ( Exercise Period ).

(v) Notice of Exercise

The Options may be exercised during the Exercise Period by notice in writing to the Company in the manner specified on the Option certificate ( Notice of Exercise ) and payment of the Exercise Price for each Option being exercised in Australian currency by electronic funds transfer or other means of payment acceptable to the Company.

(vi) Exercise Date

A Notice of Exercise is only effective on and from the later of the date of receipt of the Notice of Exercise and the date of receipt of the payment of the Exercise Price for each Option being exercised in cleared funds ( Exercise Date ).

(vii) Timing of issue of Shares on exercise

Within 5 Business Days after the Exercise Date, the Company will:

• (A) allot and issue the number of Shares required under these terms and conditions in respect of the number of Options specified in the Notice of Exercise and for which cleared funds have been received by the Company;

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Esports Mogul Limited ABN: 22 148 878 782 Suite 4, Level 10, 221 Queen Street, Melbourne, Victoria 3000 W: esh.mogul.gg | T: +61 3 9602 5564| E: ir@mogul.gg

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• (B) if required, give ASX a notice that complies with section 708A(5)(e) of the Corporations Act, or, if the Company is unable to issue such a notice, lodge with ASIC a prospectus prepared in accordance with the Corporations Act and do all such things necessary to satisfy section 708A(11) of the Corporations Act to ensure that an offer for sale of the Shares does not require disclosure to investors; and

• (C) if admitted to the official list of ASX at the time, apply for official quotation on ASX of Shares issued pursuant to the exercise of the Options.

If a notice delivered under (vii)(B) for any reason is not effective to ensure that an offer for sale of the Shares does not require disclosure to investors, the Company must, no later than 20 Business Days after becoming aware of such notice being ineffective, lodge with ASIC a prospectus prepared in accordance with the Corporations Act and do all such things necessary to satisfy section 708A(11) of the Corporations Act to ensure that an offer for sale of the Shares does not require disclosure to investors.

(viii) Shares issued on exercise

Shares issued on exercise of the Options rank equally with the then issued shares of the Company.

(ix) Quotation of Shares issued on exercise

If admitted to the official list of ASX at the time, application will be made by the Company to ASX for quotation of the Shares issued upon the exercise of the Options.

(x) Reconstruction of capital

If at any time the issued capital of the Company is reconstructed (including consolidation, subdivision, reduction or return), all rights of an Option holder are to be changed in a manner consistent with the Corporations Act and the ASX Listing Rules at the time of the reconstruction.

(xi) Participation in new issues

There are no participation rights or entitlements inherent in the Options and holders will not be entitled to participate in new issues of capital offered to Shareholders during the currency of the New Options without exercising the Options.

(xii) Change in exercise price

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Esports Mogul Limited ABN: 22 148 878 782 Suite 4, Level 10, 221 Queen Street, Melbourne, Victoria 3000 W: esh.mogul.gg | T: +61 3 9602 5564| E: ir@mogul.gg

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An Option does not confer the right to a change in Exercise Price or a change in the number of underlying securities over which the Option can be exercised.

(xiii) Transferability

The Options are transferable subject to any restriction or escrow arrangements imposed by ASX or under applicable Australian securities laws.

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Esports Mogul Limited ABN: 22 148 878 782 Suite 4, Level 10, 221 Queen Street, Melbourne, Victoria 3000 W: esh.mogul.gg | T: +61 3 9602 5564| E: ir@mogul.gg