ORA BANDA MINING LTD — Share Issue/Capital Change 2018

Sep 27, 2018

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

Eastern Goldfields Limited

ABN

69 100 038 266

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 1. Ordinary shares be issued 2. Listed options 3. Ordinary shares 2 Number of[+] securities issued or 1. 108,826,391 to be issued (if known) or 2. 21,765,278 maximum number which may be 3. 12 issued 3 Principal terms of the[+] securities 1. Fully paid ordinary shares (e.g. if options, exercise price and 2. Options exercisable at $0.10 expiring 4 years expiry date; if partly paid from the date of issue. +securities, the amount 3. Fully paid ordinary shares outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion)

• See chapter 19 for defined terms.

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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	1. Yes 2. Yes 3. Yes
	1. $0.05 per share 2. Nil 3. Refer below: i) 7 shares at an issue price of $0.25 per share ii) 5 shares at an issue price of $0.275 per share
	1. Entitlement offer, pursuant to a $75m recapitalisation transaction as announced 28 September 2018. 2. Entitlement offer, pursuant to a $75m recapitalisation transaction as announced 28 September 2018. 3. Refer below: i) 7 Shares issued upon conversion of 7 Unlisted Options exercisable at $0.25 expiring 2 February 2023. ii) 5 Shares issued upon conversion of 5 Unlisted Options exercisable at $0.275 expiring2 February2023.
	Yes
	19 December 2017

• See chapter 19 for defined terms.

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6c Number of +securities issued without security holder approval under rule 7.1 6d Number of +securities issued with security holder approval under rule 7.1A 6e Number of +securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting) 6f Number of +securities issued under an exception in rule 7.2 6g If+securities issued under rule 7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the+issue date and both values. Include the source of the VWAP calculation. 6h If+securities were issued under 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 issue capacity under rule 7.1 and rule 7.1A – complete Annexure 1 and release to ASX Market Announcements 7 +Issue dates 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.	N/A
	N/A
	N/A
	1. 108,826,391 Shares to be issued under Listing Rule 7.2 Exception 1. 2. 21,765,278 Options to be issued under Listing Rule 7.2 Exception 1. 3. 12 Shares issued under Listing Rule Exception 4.
	N/A
	N/A
	7.1: 107,997,713 7.1A: 75,893,475
	1. To be determined 2. To be determined 3. 25 September 2018

• See chapter 19 for defined terms.

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8 Number and +class of all +securities quoted on ASX (including the +securities in section 2 if applicable)	Number	+Class
	761,718,082 66,668 Escrowed indefinitely 108,826,391 870,611,141	ORD E36 Maximum shares to be issued under entitlement offer Total fully paid ordinary shares

• See chapter 19 for defined terms.

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9 Number and +class of all +securities not quoted on ASX (including the +securities in section 2 if applicable)	Number	+Class
	9,700,000 12,325,000 9,578,544 5,446,623 32,675,000 32,675,000 7,642,500 1,000,000 57,822,937 57,822,939 21,765,278	Unlisted Options exercisable at $0.189 each on or before 8 March 2020 Unlisted Options exercisable at $0.189 each on or before 8 March 2020, subject to vesting conditions Unlisted Options exercisable at $0.261 each on or before 12 December 2018 Unlisted Options exercisable at $0.459 each on or before 15 March 2019 Unlisted Options exercisable at $0.25 each on or before 31 January 2023 Unlisted Options exercisable at $0.275 each on or before 31 January 2023 Unlisted Options exercisable at $0.26 each on or before 2 February 2021 Unlisted Options exercisable at $0.465 each on or before 2 February 2021 Unlisted Options exercisable at $0.25 each on or before 2 February 2023 Unlisted Options exercisable at $0.275 each on or before 2 February 2023 Maximum Number of Listed Options under the entitlement offer exercisable at $0.10 expiring 4 years from the date of issue. (the subject of this Appendix 3B)

• See chapter 19 for defined terms.

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10

Dividend policy (in the case of a N/A trust, distribution policy) on the increased capital (interests)

Part 2 - Pro rata issue

art 2 - Pro rata issue
11 Is security holder approval required? 12 Is the issue renounceable or non- renounceable? 13 Ratio in which the+securities will be offered 14 +Class of+securities to which the offer relates 15 +Record date to determine entitlements 16 Will holdings on different registers (or subregisters) be aggregated for calculating entitlements? 17 Policy for deciding entitlements in relation to fractions 18 Names of countries in which the entity has security holders who will not be sent new offer documents Note: Security holders must be told how their entitlements are to be dealt with. Cross reference: rule 7.7. 19 Closing date for receipt of acceptances or renunciations	No
	Non-renounceable
	1. 1 New Share for every 7 existing Shares 2. 1 free attaching option for every 5 New Shares acquired.
	Fully paid ordinary shares
	To be determined
	N/A
	Rounding down to the nearest whole number
	N/A.
	To be determined

• See chapter 19 for defined terms.

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20 Names of any underwriters 21 Amount of any underwriting fee or commission 22 Names of any brokers to the issue 23 Fee or commission payable to the broker to the issue 24 Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of security holders 25 If the issue is contingent on security holders’ approval, the date of the meeting 26 Date entitlement and acceptance form and offer documents will be sent to persons entitled 27 If the entity has issued options, and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders 28 Date rights trading will begin (if applicable) 29 Date rights trading will end (if applicable) 30 How do security holders sell their entitlements_in full_through a broker? 31 How do security holders sell_part_ of their entitlements through a broker and accept for the balance?	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	The Entitlement Offer will be made with disclosure to investors. A prospectus will be issued with respect to the $75M Recapitalisation Transactionannounced on 28 September 2018.
	To be determined
	N/A
	N/A
	N/A
	N/A

• See chapter 19 for defined terms.

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32 How do security holders dispose N/A of their entitlements (except by sale through a broker)? 33 +Issue date To be determined

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.

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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.

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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.

==> picture [133 x 50] intentionally omitted <==

Sign here: ............................................................ Date: 28 September 2018 Company secretary

Print name: Brendon Morton

== == == == ==

• See chapter 19 for defined terms.

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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

Part 1	Part 1
Rule 7.1 – Issues exceeding 15% of capital
Step 1: Calculate “A”, the base figure from which the placement capacity is calculated
Insertnumber of fully paid+ordinary securities on issue 12 months before the +issue date or date of agreement to issue	560,452,084
Addthe following: • Number of fully paid+ordinary securities issued in that 12 month period under an exception in rule 7.2 • Number of fully paid+ordinary securities 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	4,500,000 Shares issued on 2 November 2017 62,500,000 Shares issued on 31 January 2018 750,000 Shares issued on 31 January 2018 87,500,000 Shares issued on 2 February 2018 14,021,303 Shares issued on 27 February 2018 11,000,000 Shares issued on 14 March 2018 15,085,851 Shares issued on 6 April 2018 3,125,500 Shares issued on 21 May 2018 12 Shares issued on 25 September 2018 (the subject of this 3B)
Subtractthe number of fully paid+ordinary securities cancelled during that 12 month period	0
“A”	758,934,750

• See chapter 19 for defined terms.

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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	113,840,213
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	2,850,000 Shares issued on 31 January 2018 1,425,000 Tranche A Options issued on 31 January 2018 1,425,000 Tranche B Options issued on 31 January 2018 142,500 Series A Options issued on 2 February 2018
“C”	5,842,500
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	113,840,213
Subtract“C” Note: number must be same as shown in Step 3	5,842,500
Total[“A” x 0.15] – “C”	107,997,713 [Note: this is the remaining placement capacity under rule 7.1]

• See chapter 19 for defined terms.

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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” 758,934,750 Note: number must be same as shown in Step 1 of Part 1

Step 2: Calculate 10% of “A”

“D” 0.10 Note: this value cannot be changed Multiply “A” by 0.10 75,893,475

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

Insert number of[+] equity securities issued - 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” 0

• See chapter 19 for defined terms.

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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	75,893,475
Subtract“E” Note: number must be same as shown in Step 3	0
Total[“A” x 0.10] – “E”	75,893,475 Note: this is the remaining placement capacity under rule 7.1A

• See chapter 19 for defined terms.

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