LOYAL METALS LTD — Capital/Financing Update 2021

Jul 1, 2021

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Pre-Quotation Disclosure

Monger Gold Limited (ACN 644 654 241) ( Company ) makes the following disclosures in accordance with ASX’s listing conditions.

Capitalised terms not defined have the meaning given to them in the Company’s Prospectus dated 16 April 2021.

Confirmation of the issue of securities under the Offer and the Tenement Sale and Purchase Agreement

The Company confirms the issue of:

• (a) 25,000,000 Shares at an issue price of $0.20 each, pursuant to the Offer;

• (b) 15,300,000 Options, pursuant to the Offer being:

  • (i) 1,000,000 Options to Paul Summers;

  • (ii) 900,000 Options to Matthew Foy;

  • (iii) 3,400,000 Options to directors (Peretz Schapiro, Andrew Graham and Romy Hersham) and Michael Melamed pursuant to the Company’s employee incentive option scheme;

  • (iv) 5,000,000 Options to third parties; and

  • (v) 5,000,000 Options to Barclay Wells,

each with an exercise price of $0.30 and expiring on 6 July 2024;

• (c) 3,000,000 Shares to Torian Resources Limited at an issue price of $0.20 each, pursuant to the Tenement Sale and Purchase Agreement;

• (d) 3,000,000 Options with an exercise price of $0.30 each and expiring on 6 July 2024, pursuant to the Tenement Sale and Purchase Agreement; and

• (e) 1 Share to Torian Resources Limited, being a previously unquoted security held in the Company by Torian Resources Limited.

Restricted securities

The Company confirms the following securities will be subject to restrictions pursuant to the ASX Listing Rules for the period outlined below:

Class	Number	Restriction Period
Shares	3,000,001	24 months from the date of official quotation.
Options	17,400,000	24 months from the date of official quotation.

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Capital structure

The Company’s capital structure at the date of admission is:

Security	Number
Ordinary Fully Paid Shares	28,000,001
Options exercisable at $0.30 expiring on 6 July 2024	18,300,000
Total Holdings	46,300,0001

The Company has provided various other documents, including:

• (f) an updated pro-forma statement of financial position based on the actual amount of funds raised under the Prospectus;

• (g) an updated statement of commitments based on the actual amount of funds raised under the Prospectus and granted tenements only; and

• (h) a statement confirming there are no legal, regulatory, statutory or contractual impediments to the Company entering the Tenements,

which will be separately released onto the ASX platform.

By order of the Board

Signed on behalf of Monger Gold Ltd

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Signature of Director

Peretz Schapiro

Name of Director (Please print)