MACRO METALS LIMITED — Capital/Financing Update 2023

Nov 13, 2023

Proposed issue of securities

==> picture [21 x 22] intentionally omitted <==

Announcement Summary

Entity name

MACRO METALS LIMITED

Announcement Type

New announcement

Date of this announcement

14/11/2023

The Proposed issue is:

==> picture [8 x 8] intentionally omitted <==

A placement or other type of issue

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
New class-code to be	Tranche 1 Consideration Options	222,222,222
confirmed
New class-code to be	Tranche 2 Consideration Options	222,222,222
confirmed
New class-code to be	Tranche 3 Consideration Options	222,222,223
confirmed
M4M	ORDINARY FULLY PAID	666,666,667

Proposed +issue date

5/2/2024

Refer to next page for full details of the announcement

Proposed issue of securities

1 / 9

Proposed issue of securities

==> picture [21 x 22] intentionally omitted <==

Part 1 - Entity and announcement details

1.1 Name of +Entity

MACRO METALS 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.

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

ABN

Registration Number

28001894033

1.3 ASX issuer code

M4M

1.4 The announcement is

==> picture [8 x 8] intentionally omitted <==

New announcement

1.5 Date of this announcement

14/11/2023

1.6 The Proposed issue is:

==> picture [8 x 8] intentionally omitted <==

A placement or other type of issue

Proposed issue of securities

2 / 9

Proposed issue of securities

==> picture [21 x 22] intentionally omitted <==

Part 7 - Details of proposed placement or other issue

Part 7A - Conditions

7A.1 Do any external approvals need to be obtained or other conditions satisfied before the placement or other type of issue can proceed on an unconditional basis? Yes

7A.1a Conditions

Approval/Condition Date for determination Is the date estimated or ** Approval actual? received/condition met? +Security holder approval 30/1/2024 Estimated

Comments

If the proposed acquisition to acquire an 85% interest in the Lithium Rights over the Aurora Energy Metals Project, in Oregon, completes, the Seller will be issued with a total of 666,666,667 Shares (Consideration Shares), as part-consideration. In addition, Macro Metals will issue 222,222,222 Tranche 1 Consideration Options, 222,222,222 Tranche 2 Consideration Options, and 222,222,223 Tranche 3 Consideration Options that will convert into Macro Metals Shares on a one (1) for one (1) basis upon exercise by the Seller. Both the Consideration Shares and Consideration Options are subject to shareholder approval to be sought at a General Meeting of the Company to be held in early 2024.

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

M4M : ORDINARY FULLY PAID

Number of +securities proposed to be issued

666,666,667

Offer price details

Proposed issue of securities

3 / 9

Proposed issue of securities

==> picture [21 x 22] intentionally omitted <==

Are the +securities proposed to be issued being issued for a cash consideration? No

Please describe the consideration being provided for the +securities

Deemed issue price of $0.003 per Share.

Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities

2,000,000.000000

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

Is the proposed security a 'New Will the proposed issue of this class' (+securities in a class that is +security include an offer of not yet quoted or recorded by ASX) attaching +securities? or an 'Existing class' (additional No securities in a class that is already quoted or recorded by ASX)? New class

Details of +securities proposed to be issued

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

Have you received confirmation from Will the entity be seeking quotation ASX that the terms of the proposed of the 'new' class of +securities on +securities are appropriate and ASX? equitable under listing rule 6.1? No Yes ASX +security code +Security description New class-code to be confirmed Tranche 1 Consideration Options

+Security type

Options

Number of +securities proposed to be issued

222,222,222

Offer price details

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

==> picture [9 x 9] intentionally omitted <==

No

Proposed issue of securities

4 / 9

Proposed issue of securities

==> picture [21 x 22] intentionally omitted <==

Proposed issue of securities	Proposed issue of securities
Please describe the consideration being provided for the +securities
To be issued as part consideration in relation to the proposed acquisition.
Please provide an estimate of the AUD equivalent of the consideration being
provided for the +securities
Will all the +securities issued in this class rank equally in all respects from
their issue date?
Yes
Options details
+Security currency	Exercise price	Expiry date
AUD - Australian Dollar	AUD 0.0080
Details of the type of +security that will be issued if the option is exercised
M4M : ORDINARY FULLY PAID
Number of securities that will be issued if the option is exercised
One (1) fully paid ordinary share for every one (1) option exercised
Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities
proposed to be issued or provide the information by separate announcement.
Refer to ASX announcement lodged on 14 November 2023, titled "Macro to acquire Lithium Rights from Aurora and
Placement"
Is the proposed security a 'New	Will the proposed issue of this
class' (+securities in a class that is	+security include an offer of
not yet quoted or recorded by ASX)	attaching +securities?
or an 'Existing class' (additional	No
securities in a class that is already
quoted or recorded by ASX)?
New class
Details of +securities proposed to be issued
ISIN Code (if Issuer is a foreign company and +securities are non CDIs)
Have you received confirmation from	Will the entity be seeking quotation
ASX that the terms of the proposed	of the 'new' class of +securities on
+securities are appropriate and	ASX?
equitable under listing rule 6.1?	No
Yes

Proposed issue of securities

5 / 9

Proposed issue of securities

==> picture [21 x 22] intentionally omitted <==

ASX +security code +Security description New class-code to be confirmed Tranche 2 Consideration Options +Security type Options

Number of +securities proposed to be issued
222,222,222
Offer price details
Are the +securities proposed to be issued being issued for a cash consideration?
No
Please describe the consideration being provided for the +securities
To be issued as part consideration in relation to the proposed acquisition.
Please provide an estimate of the AUD equivalent of the consideration being
provided for the +securities
Will all the +securities issued in this class rank equally in all respects from
their issue date?
Yes
Options details
+Security currency Exercise price	Expiry date
AUD - Australian Dollar AUD 0.0120
Details of the type of +security that will be issued if the option is exercised
M4M : ORDINARY FULLY PAID
Number of securities that will be issued if the option is exercised
One (1) fully paid ordinary share for every one (1) option exercised
Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities
proposed to be issued or provide the information by separate announcement.
Refer to ASX announcement lodged on 14 November 2023, titled "Macro to acquire Lithium Rights from Aurora and
Placement"

Is the proposed security a 'New Will the proposed issue of this class' (+securities in a class that is +security include an offer of not yet quoted or recorded by ASX) attaching +securities? or an 'Existing class' (additional No

Proposed issue of securities

6 / 9

Proposed issue of securities

==> picture [21 x 22] intentionally omitted <==

securities in a class that is already quoted or recorded by ASX)? New class

Details of +securities proposed to be issued

ISIN Code (if Issuer is a foreign company and +securities are non CDIs) Have you received confirmation from Will the entity be seeking quotation ASX that the terms of the proposed of the 'new' class of +securities on +securities are appropriate and ASX? equitable under listing rule 6.1? No Yes ASX +security code +Security description New class-code to be confirmed Tranche 3 Consideration Options +Security type Options Number of +securities proposed to be issued 222,222,223 Offer price details Are the +securities proposed to be issued being issued for a cash consideration? No Please describe the consideration being provided for the +securities To be issued as part consideration in relation to the proposed acquisition. Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities Will all the +securities issued in this class rank equally in all respects from their issue date? Yes Options details +Security currency Exercise price Expiry date AUD - Australian Dollar AUD 0.0160 Details of the type of +security that will be issued if the option is exercised M4M : ORDINARY FULLY PAID

Proposed issue of securities

7 / 9

Proposed issue of securities

==> picture [21 x 22] intentionally omitted <==

Number of securities that will be issued if the option is exercised

One (1) fully paid ordinary share for every one (1) option exercised

Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities proposed to be issued or provide the information by separate announcement.

Refer to ASX announcement lodged on 14 November 2023, titled "Macro to acquire Lithium Rights from Aurora and Placement"

Part 7C - Timetable 7C.1 Proposed +issue date 5/2/2024

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? Yes 7D.1a Date of meeting or proposed meeting to approve the issue under listing rule 7.1 30/1/2024 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? No 7E.2 Is the proposed issue to be underwritten? No

Proposed issue of securities

8 / 9

Proposed issue of securities

==> picture [21 x 22] intentionally omitted <==

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

Consideration Shares and Consideration Options to be issued to the Sellers as consideration if the proposed acquisition to acquire an 85% interest in the Lithium Rights over the Aurora Energy Metals Project, in Oregon, completes.

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

7F.3 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 cleansing notice under section 708A(5), 708AA(2)(f), 1012DA(5) or 1012DAA(2)(f)

Proposed issue of securities

9 / 9