MANUKA RESOURCES LTD. — Capital/Financing Update 2022

Feb 23, 2022

Proposed issue of securities

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Announcement Summary

Entity name

MANUKA RESOURCES LTD.

Announcement Type

New announcement

Date of this announcement

24/2/2022

The Proposed issue is:

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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	12 MONTH OPTIONS WITH AN EXERCISE PRICE OF	7,930,277
confirmed	$0.50

Proposed +issue date

5/4/2023

Refer to next page for full details of the announcement

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Proposed issue of securities

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Part 1 - Entity and announcement details

1.1 Name of +Entity

MANUKA RESOURCES 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

ABN

Registration Number

80611963225

1.3 ASX issuer code

MKR

1.4 The announcement is

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New announcement

1.5 Date of this announcement

24/2/2022

1.6 The Proposed issue is:

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A placement or other type of issue

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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 4/4/2022 Estimated

Comments

Options in excess of the Company's 15% Placement Capacity under listing Rule 7.1 require shareholder approval. Shares and Options which are proposed to be issued within the Company's 15% Placement Capacity have been detailed in a previous Appendix 3B submitted on the ASX portal.

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)? New class

Will the proposed issue of this +security include an offer of attaching +securities? No

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 ASX that the terms of the proposed +securities are appropriate and equitable under listing rule 6.1? No

Will the entity be seeking quotation of the 'new' class of +securities on ASX? No

ASX +security code

ASX +security code +Security description New class-code to be confirmed 12 MONTH OPTIONS WITH AN EXERCISE PRICE OF $0.50

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+Security type

+Security type
Options
Number of +securities proposed to be issued
7,930,277
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
No
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 0.5000	5/4/2023
Details of the type of +security that will be issued if the option is exercised
MKR : ORDINARY FULLY PAID
Number of securities that will be issued if the option is exercised
7930277
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.
https://www.manukaresources.com.au/site/investor-centre/asx-announcements

Part 7C - Timetable

7C.1 Proposed +issue date

5/4/2023

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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

4/4/2022

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?

Evolution Capital Pty Ltd

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

6% of the funds raised under the Placement announced on 24 February 2022 plus a Cash fee of 6.0% on the exercise of any of the attaching options

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

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No

7E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed issue

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Part 7F - Further Information

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

• ¿ Strengthening the balance sheet for the transition from gold to silver production;

• ¿ Ongoing exploration drilling at both Mt Boppy and Wonawinta: and

• ¿ General working capital

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

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