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Nova Minerals Ltd Share Issue/Capital Change 2023

Apr 20, 2023

34115_rns_2023-04-20_b7da6b19-4a0f-472f-99b1-768e469cbcd7.pdf

Share Issue/Capital Change

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Proposed issue of securities

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Announcement Summary

Entity name NOVA MINERALS LIMITED

Announcement Type New announcement

Date of this announcement 21/4/2023

The Proposed issue is: A bonus issue

Total number of +securities proposed to be issued for a bonus issue

Maximum Number of
ASX +security code +Security description +securities to be issued
New class-code to be Unquoted Loyalty Options 7,029,660
confirmed

Ex date 27/4/2023

+Record date 28/4/2023

+Issue date

5/5/2023

Refer to next page for full details of the announcement

Proposed issue of securities

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Proposed issue of securities

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Part 1 - Entity and announcement details

1.1 Name of +Entity

NOVA MINERALS 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

84006690348

1.3 ASX issuer code

NVA

1.4 The announcement is

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New announcement

1.5 Date of this announcement

21/4/2023

1.6 The Proposed issue is:

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A +bonus issue

Proposed issue of securities

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Proposed issue of securities

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Part 2 - Details of proposed bonus issue

Part 2A - Conditions

2A.1 Do any external approvals need to be obtained or other conditions satisfied before the +bonus issue can proceed on an unconditional basis? No

Part 2B - Issue details

Class or classes of +securities that will participate in the proposed issue and class or classes of +securities proposed to be issued

ASX +security code and description

NVA : ORDINARY FULLY PAID

Is the proposed security a 'New Will the proposed issue of this If the entity has quoted company class' (+securities in a class that is +security include an offer of options, do the terms entitle option not yet quoted or recorded by ASX) attaching +securities? holders to participate on exercise? or an 'Existing class' (additional No 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
ASX that the terms of the proposed
+securities are appropriate and
equitable under listing rule 6.1?
Will the entity be seeking quotation
of the 'new' class of +securities on
ASX?
ASX +security code
New class-code to be confirmed
+Security description
Unquoted Loyalty Options
No
No
Have you received confirmation from
ASX that the terms of the proposed
+securities are appropriate and
equitable under listing rule 6.1?
Will the entity be seeking quotation
of the 'new' class of +securities on
ASX?
ASX +security code
New class-code to be confirmed
+Security description
Unquoted Loyalty Options
No
No
New class-code to be confirmed Unquoted Loyalty Options

+Security type

Options

Issue ratio (ratio to existing holdings at which the proposed +securities will be issued)

Proposed issue of securities

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Proposed issue of securities

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The quantity of additional +securities For a given quantity of +securities
to be issued held
1 30
What will be done with fractional Maximum number of +securities
entitlements? proposed to be issued (subject to
rounding)
Fractions rounded up to the next 7,029,660
whole number

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 0.7000 30/4/2024
Details of the type of +security that will be issued if the option is exercised
NVA : ORDINARY FULLY PAID
Number of securities that will be issued if the option is exercised
7029660

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.

Seperate Prospectus will be lodged on the ASX Platform including the Option Terms.

Part 2C - Timetable

2C.1 +Record date 28/4/2023 2C.3 Ex date 27/4/2023 2C.4 Record date 28/4/2023 2C.5 +Issue date 5/5/2023

Proposed issue of securities

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Proposed issue of securities

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2C.6 Date trading starts on a normal T+2 basis

2C.7 First settlement of trades conducted on a +deferred settlement basis and on a normal T+2 basis

Part 2D - Further Information

2D.1 Will holdings on different registers or subregisters be aggregated for the purposes of determining entitlements to the +bonus issue?

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No

2D.2 Countries in which the entity has +security holders who will not be eligible to participate in the proposed +bonus issue

Hong Kong, Malaysia, Monaco, Panama, Papua New Guinea, Singapore, Thailand & UAE

2D.3 Will the entity be changing its dividend/distribution policy as a result of the proposed +bonus issue No

2D.4 Details of any material fees or costs to be incurred by the entity in connection with the proposed +bonus issue

Legal and ASIC Lodgement Fees

2D.5 Any other information the entity wishes to provide about the proposed +bonus issue

For a bonus issue of options (Loyalty Options) (each with exercise price of $0.70 (70 cents) and expiry date of 30 April 2024) to Eligible Shareholders on the basis of one (1) Loyalty Option for every thirty (30) Shares held 7.00pm (AEST) on 28 April 2023 (Record Date).

Upon exercise, each Loyalty Option entitles the holder to one fully paid ordinary share in the Company (Share). Every two Shares issued on exercise of Loyalty Options will be accompanied by one free-attaching additional option (Additional Option) (each with an exercise price of $1.00 (1 dollar) and expiry date of 30 June 2025).

Loyalty Options are being issued for no consideration and therefore no funds will be raised under the Offer. Eligible Shareholders do not need to do anything to be issued Loyalty Options.

Proposed issue of securities

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