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MEEKA METALS LIMITED Capital/Financing Update 2017

Mar 2, 2017

65312_rns_2017-03-02_c0821a73-9e84-48bb-a5a6-ad08effbe34d.pdf

Capital/Financing Update

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ASX Announcement
3 March 2017
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Latitude Raises $1.2 million through SPP and Share Placement to Commence Drilling at Mt Ida Gold Projects

HIGHLIGHTS:

  • Strongly supported Share Purchase Plan raises $517,500

  • Shortfall $332,500 placed and a further $375,867 raised under top-up placement

  • Latitude now funded to commence aggressive drilling campaign at priority Tim’s Find (31,000oz @ 2.54 g/t Au) and Quinn’s Mining (36,000oz @ 2.7 g/t Au) project areas

  • 5,000m Phase 1 drilling campaign to commence in coming weeks – with additional 5,000m campaign planned for Q3 2017 targeting further expansion of existing resource base

WA-focused gold exploration company Latitude Consolidated Limited (ASX:LCD) (“Latitude” or “the Company”) is pleased to advise it has raised $1.2 million through an underwritten Share Purchase Plan (“SPP”) and top-up Share Placement. The SPP was underwritten for up to $850,000 by Patersons Securities (“Patersons”), with the option for Patersons to facilitate a top-up placement on sufficient demand.

The Company received applications from existing shareholders under the SPP for $517,500 resulting in the allotment of 19,166,707 shares at a deemed price of $0.027 per share. In accordance with the Listing Rules, the share price was calculated at a 20% discount of the 5-day Volume Weighted Average Price (“VWAP”) of shares traded on the ASX prior to the date of issue.

In addition, Patersons have placed the shortfall of $332,500 and completed a top-up placement of $375,867 on the same terms as the SPP shares. For full details of shares issued and final capital structure please refer to the attached Appendix 3B.

Importantly, the funding provides Latitude with the flexibility to commence drilling at its flagship Mt Ida Gold Project in the coming weeks. Phase 1 of the campaign will comprise up to 5,000m of reverse circulation (“RC”) and aircore (“AC”) drilling to be undertaken at the promising Tim’s Find and Quinn’s Mining Centre targets.

Drilling will target the newly discovered high-grade southern strike extensions at Tim’s Find (for a further 450m) and will be completed to a vertical depth of 60m on existing 40m x 80m spaced sections. The Phase 1 program is aimed at identifying additional high-grade positions within the Mt Ida Gold Belt, with a view to adding further ounces to the existing JORC (2012) Resource of 1.24Mt @ 2.5 g/t Au for 97,300oz* (@1.0g/t Au lower cut) in the near-term.

Latitude’s Chief Executive Officer Michael Edwards said the Company is now awaiting approval of the Permit of Works (“POW’s”) (announced 27 February, 2017) so the Company can commence drilling at these priority targets as soon as possible.

“The Company is encouraged by the strong support received from new and existing shareholders, as it further validates the Company’s aggressive growth strategy in the coming months.

With funding now secured, Latitude is awaiting the approval the POW’s prior to commencing the 10,000m drilling campaign designed to significantly expand the current Mt Ida resource base well beyond the 97,300 ounces of gold already defined.

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We look forward to providing our shareholders with additional operational updates in the near-term as the drilling program gets underway, in what is an exciting period in Latitude’s development.”

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Figure 1: Latitude Consolidated current tenement holdings – Mt Ida District Western Australia

For further information please contact:

Michael Edwards

Chief Executive Officer

(p) 08 9482 0550

(e) [email protected]

Released through Sam Burns, Six Degrees Investor Relations, +61 400 164 067

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Follow LCD on Twitter @LCD_IR

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About Latitude Consolidated:

Latitude Consolidated (ASX: LCD) is an ASX-listed Perth-based resources company with a focus on exploring and developing high grade gold projects within the Mt Ida region. Latitude has recently expanded its land-holding in the region to 312km[2] and it is continuing to review acquisitions in the area as part of its strategy to consolidate a significant gold inventory.

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Table 1. Mineral Resource at Au>1g/t. Tonnes grade and ounces have been rounded

Competent Person Statement

The information in this announcement that relates to Mineral Resources is based on, and fairly represents, information and supporting documentation compiled by or under the supervision of Mr Michael Edwards, a Competent Person who is a member of the Australian Institute of Geoscientists a “Recognized Professional Organization” (RPO) included in a list that is posted on the ASX website from time to time. Mr Edwards has sufficient experience which is relevant to the style of mineralization and type of deposit under consideration and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2004 and 2012 editions of the Australian Code for Reporting Exploration Results Mineral Resources and Ore Reserves. Latitude Consolidated confirms that it is not aware of any new information or data that materially affects the information included in the original market announcement and, in the case of estimates of Mineral Resources, all material assumptions and technical parameters underpinning the estimates in the initial announcement continue to apply and have not materially changed. Latitude Consolidated confirms that the form and context in which the Competent Person’s findings are presented have not been materially modified from the original market announcement.

The information in this document that relates to exploration results is based upon information compiled by Mr Alan Downie, a Consultant to Latitude Consolidated Limited. Mr Downie is a Member of the Australasian Institute of Mining and Metallurgy (AusIMM) and has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity which he is undertaking to qualify as a Competent Person as defined in the December 2012 edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves” (JORC Code). Mr Downie consents to the inclusion in the report of the matters based upon the information in the form and context in which it appears.

Appendix 3B New issue announcement

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement, application for quotation of additional securities and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12, 04/03/13

Name of entity

Latitude Consolidated Limited

ABN

23 080 939 135

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

1 +Class of +securities issued or to Fully Paid Ordinary Shares be issued 2 Number of[+] securities issued or a) SPP Shortfall to be issued (if known) or 12,314,815 maximum number which may be issued b) Top up Placement 13,920,985 3 Principal terms of the Fully paid ordinary shares +securities (e.g. if options, exercise price and expiry date; if partly paid +securities, the amount outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion)

  • See chapter 19 for defined terms.

Appendix 3B Page 1

04/03/2013

Appendix 3B New issue announcement

4
Do the+securities rank equally
in all respects from the+issue
date with an existing+class of
quoted+securities?
If the additional+securities do
not rank equally, please state:
 the date from which they do
 the extent to which they
participate
for
the
next
dividend, (in the case of a
trust,
distribution)
or
interest payment
 the extent to which they do
not rank equally, other than
in
relation
to
the
next
dividend,
distribution
or
interest payment
5
Issue price or consideration
6
Purpose of the issue
(If issued as consideration for
the acquisition of assets, clearly
identify those assets)
6a
Is the entity an+eligible entity
that
has
obtained
security
holder approval under rule 7.1A?
If Yes, complete sections 6b – 6h
in relation to the+securities the
subject of this Appendix 3B, and
comply with section 6i
6b
The date the security holder
resolution under rule 7.1A was
passed
6c
Number of+securities issued
without security holder approval
under rule 7.1
Yes
a) SPP Shortfall
$0.027 per share
b) Top up Placement
$0.027 per share
a) SPP Shortfall
Issued to underwrites to the Share
Purchase Plan which completed on
28 February 2017
b) Top up Placement
To advance the Mt Ida South and
Quinns Gold Projects and general
workingcapital
Yes
29 November 2016
15,741,480
  • See chapter 19 for defined terms.

Appendix 3B Page 2

04/03/2013

Appendix 3B New issue announcement

6d Number of[+] securities issued 10,494,320 with security holder approval under rule 7.1A 6e Number of[+] securities issued Nil with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting) 6f Number of[+] securities issued Nil under an exception in rule 7.2 6g If[+] securities issued under rule Yes, shares issued at $0.027 on 3 March 2017, 7.1A, was issue price at least 75% the 15 day VWAP calculated under 7.1A was of 15 day VWAP as calculated $0.03. under rule 7.1A.3? Include the +issue date and both values. The issue price is 90% of this 15 day VWAP. Include the source of the VWAP calculation. Source: trading data collated by the Company 6h If[+] securities were issued under N/a rule 7.1A for non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements 6i Calculate the entity’s remaining Rule 7.1 – Nil issue capacity under rule 7.1 and Rule 7.1A – Nil rule 7.1A – complete Annexure 1 and release to ASX Market Announcements 7 +Issue dates 3 March 2017 Note: The issue date may be prescribed by ASX (refer to the definition of issue date in rule 19.12). For example, the issue date for a pro rata entitlement issue must comply with the applicable timetable in Appendix 7A. Cross reference: item 33 of Appendix 3B. Number +Class 8 Number and +class of all 131,179,002 Fully Paid Ordinary +securities quoted on ASX Shares ( including the +securities in section 2 if applicable)

  • See chapter 19 for defined terms.

Appendix 3B Page 3

04/03/2013

Appendix 3B New issue announcement

9
Number
and
+class
of
all
+securities not quoted on ASX
(_including_the
+securities in
section 2 if applicable)
Number +Class
1,250,000
2,000,000
2,000,000
1,250,000
1,200,000
750,000
988,000
Options exercisable at
$0.10 each, expiring 31
August 2019
Class A performance
shares, which convert
on a 1-to-1 basis to
fully paid ordinary
shares upon certain
milestones being met
Class B performance
shares, which convert
on a 1-to-1 basis to fully
paid ordinary shares
upon certain
milestones being met
Options exercisable at
$0.08 each and
expiring 24 November
2019, vesting upon
delineation of an
additional 100,000
ounce JORC resource
by the Company at a
minimum grade cut-off
of 1.0 g/t Au, or change
of control event
Options exercisable at
$0.15 each and expiring
24 November 2020,
vesting upon
successful completion
of a pre-feasibility
study, or change of
control event
Options exercisable at
$0.25 each and expiring
24 November 2021,
vesting upon the
Company completing
its first commercial
“gold pour” from
mining production, or
change of control
event
Options exercisable at
$0.08 each and
expiring24November
  • See chapter 19 for defined terms.

Appendix 3B Page 4

04/03/2013

Appendix 3B New issue announcement

10
Dividend policy (in the case of a
trust, distribution policy) on the
increased capital (interests)
2,000,000
2,000,000
2,000,000
250,000
1,666,666
3,333,334
2019.
Options, exercisable at
8 cents each on or
before 30 November
2018
Options, exercisable at
15 cents each on or
before 30 November
2019
Options, exercisable at
25 cents each on or
before 30 November
2020
Options, exercisable at
8 cents each on or
before 30 November
2019
Class A Performance
Rights, converting 1 to
1 to fully paid ordinary
shares upon the
delineation of an
additional 100,000
ounce JORC resource
by the Company at a
minimum grade cut-off
of 1.0 g/t Au, expiring
12 December 2019
Class B Performance
Rights, converting 1 to
1 to fully paid ordinary
shares upon the
Company completing
its first commercial
“gold pour” from
mining production,
expiring 12 December
2021
Unchanged

Part 2 - Pro rata issue – DETELED AS NOT APPLICABLE

  • See chapter 19 for defined terms.

Appendix 3B Page 5

04/03/2013

Appendix 3B New issue announcement

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

34 Type of[+] securities ( tick one ) (a) +Securities described in Part 1

(b)[All other ][+][securities ]

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

35 If the[+] securities are[+] equity securities, the names of the 20 largest holders of the additional[+] securities, and the number and percentage of additional[+] securities held by those holders

36 If the[+] securities are[+] equity securities, a distribution schedule of the additional +securities setting out the number of holders in the categories 1 - 1,000 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 and over

37 A copy of any trust deed for the additional[+] securities

  • See chapter 19 for defined terms.

Appendix 3B Page 6

04/03/2013

Appendix 3B New issue announcement

Entities that have ticked box 34(b)

38 Number of[+] securities for which +quotation is sought 39 +Class of +securities for which quotation is sought

  • 40 Do the[+] securities rank equally in all respects from the[+] issue date with an existing[+] class of quoted +securities? If the additional[+] securities do not rank equally, please state:  the date from which they do  the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment

  • the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment

  • 41 Reason for request for quotation now Example: In the case of restricted securities, end of restriction period

(if issued upon conversion of another[+] security, clearly identify that other[+] security)

Number +Class 42 Number and +class of all +securities quoted on ASX ( including the[+] securities in clause 38)

  • See chapter 19 for defined terms.

Appendix 3B Page 7

04/03/2013

Appendix 3B New issue announcement

Quotation agreement

  • 1 +Quotation of our additional +securities is in ASX’s absolute discretion. ASX may quote the[+] securities on any conditions it decides.

  • 2 We warrant the following to ASX.

  • The issue of the[+] securities to be quoted complies with the law and is not for an illegal purpose.

  • There is no reason why those[+] securities should not be granted +quotation.

  • An offer of the[+] securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

  • Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any[+] securities to be quoted and that no-one has any right to return any[+] securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the[+] securities be quoted.

  • If we are a trust, we warrant that no person has the right to return the +securities to be quoted under section 1019B of the Corporations Act at the time that we request that the[+] securities be quoted.

  • 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.

  • 4 We give ASX the information and documents required by this form. If any information or document is not available now, we will give it to ASX before +quotation of the +securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

Sign here: Date: 3 March 2017 ( Company Secretary ) Print name: Mr Joel Ives

== == == == ==

  • See chapter 19 for defined terms.

Appendix 3B Page 8

04/03/2013

Appendix 3B New issue announcement

Appendix 3B – Annexure 1

Calculation of placement capacity under rule 7.1 and rule 7.1A for eligible entities

Introduced 01/08/12 Amended 04/03/13

Part 1

Rule 7.1 – Issues exceeding 15% of capital

Step 1: Calculate “A”, the base figure from which the placement capacity is calculated

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Insert number of fully paid [+] ordinary 31,675,953
securities on issue 12 months before the
+ issue date or date of agreement to issue
Add the following:
• Number of fully paid [+] ordinary securities 44,165,549
issued in that 12 month period under an
exception in rule 7.2
• Number of fully paid [+] ordinary securities
29,101,700
issued in that 12 month period with
shareholder approval
• Number of partly paid [+] ordinary
securities that became fully paid in that
12 month period
Note:
• Include only ordinary securities here –
other classes of equity securities cannot
be added
• Include here (if applicable) the securities
the subject of the Appendix 3B to which
this form is annexed
• It may be useful to set out issues of
securities on different dates as separate
line items
Subtract the number of fully paid [+] ordinary Nil
securities cancelled during that 12 month
period
“A”
104,943,202
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  • See chapter 19 for defined terms.

Appendix 3B Page 9

04/03/2013

Appendix 3B New issue announcement

Step 2: Calculate 15% of “A”

Step 2: Calculate 15% of “A” Step 2: Calculate 15% of “A”
“B” 0.15
[Note: this value cannot be changed]
Multiply“A” by 0.15 15,741,480
Step 3: Calculate “C”, the amount of placement capacity under rule
7.1 that has already been used
Insertnumber of+equity securities issued
or agreed to be issued in that 12 month
period_not counting_those issued:
• Under an exception in rule 7.2
• Under rule 7.1A
• With security holder approval under rule
7.1 or rule 7.4
Note:
• This applies to equity securities, unless
specifically excluded – not just ordinary
securities
• Include here (if applicable) the securities
the subject of the Appendix 3B to which
this form is annexed
• It may be useful to set out issues of
securities on different dates as separate
line items
15,741,480
“C” 15,741,480
Step 4: Subtract “C” from [“A” x “B”] to calculate remaining
placement capacity under rule 7.1
“A” x 0.15
Note: number must be same as shown in
Step 2
15,741,480
Subtract“C”
Note: number must be same as shown in
Step 3
15,741,480
Total[“A” x 0.15] – “C” Nil
[Note: this is the remaining placement
capacity under rule 7.1]
placement capacity under rule 7.1
“A” x 0.15 15,741,480
Note: number must be same as shown in
Step 2
Subtract“C” 15,741,480
Note: number must be same as shown in
Step 3
Total[“A” x 0.15] – “C” Nil
[Note: this is the remaining placement
capacity under rule 7.1]
  • See chapter 19 for defined terms.

Appendix 3B Page 10

04/03/2013

Appendix 3B New issue announcement

Part 2

Rule 7.1A – Additional placement capacity for eligible entities

Step 1: Calculate “A”, the base figure from which the placement capacity is calculated

“A” Note: number must be same as shown in Step 1 of Part 1

104,943,202

Step 2: Calculate 10% of “A”

“D”

0.10

Multiply “A” by 0.10

Note: this value cannot be changed 10,494,320

Step 3: Calculate “E”, the amount of placement capacity under rule 7.1A that has already been used

Insert number of[+] equity securities issued 10,494,320 or agreed to be issued in that 12 month period under rule 7.1A

Notes:

  • This applies to equity securities – not just ordinary securities

  • • Include here – if applicable – the securities the subject of the Appendix 3B to which this form is annexed

  • • Do not include equity securities issued under rule 7.1 (they must be dealt with in Part 1), or for which specific security holder approval has been obtained

  • • It may be useful to set out issues of securities on different dates as separate line items

  • “E” 10,494,320

  • See chapter 19 for defined terms.

Appendix 3B Page 11

04/03/2013

Appendix 3B New issue announcement

Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A

Step 4: Subtract “E” from [“A” x “D”] to calculate remaining
placement capacity under rule 7.1A
Step 4: Subtract “E” from [“A” x “D”] to calculate remaining
placement capacity under rule 7.1A
“A” x 0.10
Note: number must be same as shown in
Step 2
10,494,320
Subtract“E”
Note: number must be same as shown in
Step 3
10,494,320
Total[“A” x 0.10] – “E” Nil
Note: this is the remaining placement
capacity under rule 7.1A
  • See chapter 19 for defined terms.

Appendix 3B Page 12

04/03/2013

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3 March 2017

Company Announcements Platform Australian Securities Exchange

By Electronic Lodgement

Dear Sir/Madam

NOTICE UNDER SECTION 708A(5)(e) OF THE CORPORATIONS ACT

On 3 March 2017, Latitude Consolidated Limited (LCD) ( Company ) completed the issue by way of placement of 26,235,800 fully paid ordinary shares in the capital of the Company at a price of $0.027 to sophisticated investors ( Shares ). The placement was previously announced on 23 January 2017.

The Company gives notice pursuant to section 708A(5)(e) of the Corporations Act 2001 (Cth) ( Corporations Act ) that:

  • (a) the Company issued the Shares without disclosure under Part 6D.2 of the Corporations Act 2001 (Cth) ( Corporations Act );

  • (b) as at the date of this notice the Company has complied with:

  • (i) the provisions of Chapter 2M of the Corporations Act as they apply to the Company; and

  • (ii) section 674 of the Corporations Act as it applies to the Company; and

  • (c) as at the date of this announcement, there is no excluded information of the type referred to in sections 708A(7) and 708A(8) of the Corporations Act.

Yours faithfully

Timothy Moore Non-Executive Chairman LATITUDE CONSOLIDATED LIMITED