PATRONUS RESOURCES LIMITED — Capital/Financing Update 2018

Jun 4, 2018

info@kinmining.com.au |Tel: 08 9242 2227 |ACN: 150 597 541 342 Scarborough Beach Road, Osborne Park WA 6017

5 June 2018

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ASX Market Announcements ASX Limited 20 Bridge Street SYDNEY NSW 2000

Notice under section 708AA (2)(f) of the Corporations Act

This notice is given by Kin Mining NL ("Company" ) under section 708AA (2) (f) of the Corporations Act 2001 (Cth) ( "Corporations Act" ), as notionally modified by Australian Securities and Investments Commission Class Order 08/35 (“ CO 08/35 ”).

On the 30[th] May 2018 the Company announced that it is undertaking a non-renounceable rights issue (“ Rights Issue ”) of one fully paid ordinary share (“ New Share ”) in the Company for every three ordinary fully paid shares held at the record date to eligible shareholders at an issue price of $0.11 per New Share.

Pursuant to the Rights Issue, the Company will offer approximately 81,182,644 New Shares at an issue price of $0.11 each to raise approximately $8,930,091 before costs.

Further details regarding the Rights Issue are set out in that announcement and also in the offer document that will be dispatched to all shareholders in accordance with the timetable as amended and announced on 30[th] May 2018.

For the purpose of section 708AA(7) of the Corporations Act, the Company advises as follows:

1. As at the date of this notice:

   • a) the Company has complied with the provisions of Chapter 2M of the Corporations Act as they apply to the Company;

   • b) the Company has complied with section 674 of the Corporations Act being the requirement to meet its continuous disclosure obligations under the ASX Listing Rules; and

   • c) there is no "excluded information" within the meaning of sections 708AA(8) and 708AA(9) of the Corporations Act which is required to be disclosed under this notice,

2. The Rights Issue is underwritten by Euroz Securities Limited (“ Underwriter ”).

3. The Rights Issue is not expected to have any material effect or consequence on the control of the Company.

4. The potential effect that the Rights Issue will have on the control of the Company, and the consequences of that effect, will depend on a number of factors, including eligible shareholders’ interest in taking up their entitlements as well as the level of participation of eligible shareholders in taking up additional shares under the shortfall facility. While it is not possible for the directors to predict the outcome of these factors, a non-exhaustive list setting out the likely effect on control is as follows:

   • (i) the percentage interests of:

     • (A) shareholders that are not eligible shareholders; and (B) eligible shareholders who will not take up their full entitlement, will be diluted;

   • (ii) if all eligible shareholders take up their entitlements for New Shares, all eligible shareholders will hold the same percentage interest in the Company as before the Rights Issue;

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info@kinmining.com.au |Tel: 08 9242 2227 |ACN: 150 597 541 342 Scarborough Beach Road, Osborne Park WA 6017

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• (iii) any remaining New Shares not taken up in the shortfall facility by eligible shareholders will be issued to the Underwriter and, having regard to the number of New Shares to be issued, even if a substantial shortfall eventuated, no Underwriter would be in a position to exercise any substantive control in the Company; and

• (iv) no person (including the Underwriter) will be issued New Shares if such issue would result in their voting power in the Company, in aggregate with the voting power of their associates, increasing from 20% or below to more than 20%, or from a starting point that is above 20% and below 90%.

An Appendix 3B reflecting the revised capital structure following the Rights Issue has been released in conjunction with this announcement.

If you have any questions in relation to the Rights Issue, please do not hesitate to contact the Company on (08) 9242 2227.

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Joe Graziano Company Secretary

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