PATRONUS RESOURCES LIMITED — Capital/Financing Update 2021

Oct 6, 2021

ASX Announcement 7 October 2021

KIN PLANS $13M RIGHTS ISSUE TO MAINTAIN STRONG EXPLORATION MOMENTUM AT CARDINIA GOLD PROJECT, WA

KIN BOARD REJECTS NON-BINDING INDICATIVE OFFER FROM ST BARBARA

Funds will allow drilling to continue across several emerging discoveries at Cardinia Leonora district continues to present corporate opportunities

Highlights

• New funding to continue the successful exploration activities of the past two years
• Proceeds to be used for the next phase of exploration across established and new prospects at the Cardinia Gold Project, as part of the Company's exploration-driven strategy to further expand its 1.28Moz inventory and make new discoveries.
• Details of the approximately $13M Rights Issue to be announced shortly.

Kin Mining NL (ASX:KIN) (Kin or the Company) announces that St Barbara Limited (ASX:SBM) (St Barbara) presented a non-binding indicative offer (NBIO) to acquire 100% of Kin shares via a Scheme of Arrangement at an implied price of $0.16 per Kin share in St Barbara shares. The Kin Board has rejected the NBIO as it would not have been approved by the requisite 75% voting majority of Kin's shareholders.

In order to be able to progress the Entitlement Offer and to ensure the market is fully informed of all material matters relevant to the value of Kin shares, Kin has disclosed its receipt of the SBM NBIO.

Further, Kin intends to launch an Entitlement Offer to raise up to $13 million to progress the next phase of exploration at its 100%-owned Cardinia Gold Project (CGP) near Leonora in Western Australia.

Entitlement Offer

The Entitlement Offer, which will be available to all eligible shareholders, will be priced based on the recent share trading once details have been settled.

The funds raised will provide Kin with sufficient working capital to complete the next phase of systematic exploration work at the CGP and to follow up on the exciting new discoveries and targets identified as part of its highly successful drilling campaigns completed during 2020 and 2021. These include the emerging discoveries at Mt Flora and Iron King, as well as multiple new prospects which have been identified following

significant improvements in the Company's understanding of the geology and potential of the CGP such as the Eagle and Crow prospects.

Commenting on the capital raising, Kin Managing Director Andrew Munckton said: "We've had considerable success converting our improving geological understanding into exploration results, and then converting those results into additional Mineral Resources. At Cardinia Hill, we have successfully added 106koz of new Mineral Resources, while the Bruno-Lewis Mineral Resource has been expanded by 20% to 374koz.

"Our systematic approach to exploration has paid off in spades and given us a much better idea of where and how to target the next phase of drilling – which will be designed both to define new resources and to identify additional discoveries with the potential to deliver a step-change in the value of the project.

"The additional funding will allow us to continue to assess the recent discoveries at Cardinia Hill and follow up on new prospects like Mt Flora, Eagle and Crow – in short to maintain the very strong exploration momentum we have built up over the past two years.

"Other targets across the land package have been identified by recent soil geochemistry and modern geophysical surveys over largely untested areas within the highly mineralised Cardinia area. We expect this work to generate new follow-up programs of work stretching into 2022."

NBIO from St Barbara Limited

Kin received a confidential non-binding indicative proposal (NBIO) from St Barbara Limited (SBM) for the purchase of all Kin shares, via a scheme of arrangement, at an implied price of $0.16 per Kin share through the issue of SBM shares (Proposed Transaction). The NBIO was subject to a number of conditions, including no leak or public disclosure of the NBIO, due diligence, the unanimous recommendation of the Kin Board, the execution of a scheme implementation agreement between SBM and Kin containing exclusivity mechanisms, and no further issuance of equity securities by Kin.

The Proposed Transaction, if it had been implemented, would amongst other things have required the approval by a majority of shareholders (other than SBM) holding 75% of the shares voting in favour of the Proposed Transaction at the scheme meeting.

The Kin Board considered the NBIO, engaged with SBM, and canvassed the views of its major and substantial shareholders other than SBM who collectively hold in excess of 25% of the total Kin shares on issue. The Board determined that the proposed NBIO could not progress because the Proposed Transaction was not acceptable to the major and substantial shareholders other than SBM, and therefore would not have been approved by the requisite 75% voting majority of Kin's shareholders.

SBM has notified Kin that it has withdrawn the NBIO.

Euroz Hartleys Limited is acting as financial adviser in relation to the NBIO.

Commenting on the NBIO received and withdrawn from St Barbara Andrew Munckton said "The Kin Board welcomed the continued interest from St Barbara noting that the proposed NBIO price suggests that the current Kin share price is significantly undervalued. The Kin Board remains focussed on progressing company activities to maximise the value of the company for all shareholders."

-ENDS-

Authorised for Release by the Board of Directors

For further information, please contact:

Investor enquiries Media enquiries

Andrew Munckton Nicholas Read Managing Director, Kin Mining NL Read Corporate +61 8 9242 2227 +61 419 929 046

About Kin Mining NL

Kin Mining NL (ASX: KIN) is a West Australian based gold development and exploration company. Kin's key focus is its 100%-owned Cardinia Gold Project (CGP) located in the highly prospective North-Eastern Goldfields region of Western Australia. The CGP has an 1275koz gold Mineral Resource (see Table A1) defined in both oxide and deeper primary mineralisation with considerable potential to grow this resource with further drilling.

Kin's exploration effort is the systematic program of exploration across the Cardinia Mining Centre that seeks to advance a number of targets in parallel while developing a pipeline of exploration targets for ongoing Mineral Resource expansion. Figure A1 shows the relative location of a number of these targets.

Figure A1 – Kin's Cardinia Gold Project showing existing deposits and exploration targets in the Exploration drilling program

Table 1. Mineral Resource Estimate Table September 20211

Cardinia Gold Project: Mineral Resources: September 2021
Project Area				Measured Resources			Indicated Resources			Inferred Resources			Total Resources
	Resource GoldPrice (AUD)		LowerCut off$(g/t \text{ Au})$	Tonnes(Mt)	Au$(g/t \text{ Au})$	Au(kOz)	Tonnes(Mt)	Au(g/t Au)	Au(kOz)	Tonnes(Mt)	Au$\left g/t\mathrm{Au}\right $	Au(kOz)	Tonnes(Mt)	Au$g/t$ Au)	Au(kOz)	DateAnnounced
Mertondale
Mertons Reward	$	2,600	0.4				0.9	2.17	66	1.9	0.65	41	2.9	1.15	106	26-Nov-20
Mertondale 3-4	Ś	2,600	0.4				1.4	1.85	81	1.0	0.97	31	2.3	1.48	111	26-Nov-20
Tonto	Ŝ	2,600	0.4				1.8	1.14	67	1.1	1.24	43	2.9	1.18	111	26-Nov-20
Mertondale 5	$	2,600	0.4				0.5	1.67	26	0.8	1.24	32	1.3	1.40	59	26-Nov-20
Eclipse	Ś	2,600	0.4							0.6	1.01	19	0.6	1.01	19	26-Nov-20
Quicksilver	Ś	2,600	0.4							1.1	1.10	39	1.1	1.10	39	26-Nov-20
Subtotal Mertondale							4.6	1.61	240	6.5	0.98	205	11.1	1.24	445
Cardinia
Bruno '	S	2,600	0.4	0.3	1.26	10	2.8	1.13	102	1.1	1.05	36	4.1	1.12	148	17-May-21
Lewis*	$	2,600	0.4	0.6	1.24	20	4.7	1.00	151	2.1	0.80	55	7.4	0.95	226	17-May-21
Kyte	Ś	2,600	0.4				0.3	1.53	17	0.1	0.92	3	0.4	1.38	20	26-Nov-20
Helens	$	2,600	0.4				0.7	2.14	50	0.3	1.94	19	1.0	2.08	69	26-Nov-20
Fiona	$	2,600	0.4				0.6	1.35	25	0.2	1.21	8	0.8	1.32	32	26-Nov-20
Rangoon	$	2,600	0.4				0.5	1.24	21	0.3	1.07	12	0.9	1.17	32	26-Nov-20
Hobby*	$	2,600	0.4							0.5	1.31	22	0.5	1.31	22	17-May-21
Cardinia Hill **	Ś	2,600	0.4				0.5	2.21	38	1.6	1.12	57	2.1	1.39	95	22-Sep-21
Cardinia Hill UG**			2.0							0.1	2.71	11	0.1	2.71	11	22-Sep-21
Subtotal Cardinia				0.8	1.16	30	10.2	1.23	402	6.4	1.08	222	17.4	1.17	655
Raeside
Michaelangelo	S	2,600	0.4				1.1	2.00	73	0.4	2.19	25	1.5	2.04	98	26-Nov-20
Leonardo	$	2,600	0.4				0.4	2.39	30	0.2	2.20	14	0.6	2.32	44	26-Nov-20
Forgotten Four	$	2,600	0.4				0.1	2.09	$\overline{7}$	0.1	1.96	6	0.2	2.03	14	26-Nov-20
Krang	Ś	2,600	0.4				0.3	1.74	17	0.0	2.59	$\overline{2}$	0.3	1.80	19	26-Nov-20
Subtotal Raeside							2.0	2.04	128	0.7	2.17	47	2.6	2.07	175
TOTAL				0.8	1.16	30	16.7	1.43	770	13.6	1.09	474	31.1	1.27	1275

1The company confirms that it is not aware of any new information or data that materially affects the information included in the ASX Announcement of 23 September 2021 "Gold Resource for Cardinia Hill Deposit Increase to 106koz", and that all material assumptions and technical parameters underpinning the estimates in that announcements continue to apply and have not materially changed.

Mineral Resources estimated by Jamie Logan, and reported in accordance with JORC 2012 using a 0.4g/t Au cut-off within AUD2,600 optimisation shells. Note * Hobby and Bruno-Lewis Mineral Resource Estimates completed by Cube Consulting, and also reported in accordance with JORC 2012 using a 0.4g/t Au cut-off within AUD2,600 optimisation shells. **Cardinia Hill Mineral Resource Estimates completed by Cube Consulting, and also reported in accordance with JORC 2012 using a 0.4g/t Au cut-off within AUD2,600 optimisation shells for open pit resource, and using a 2.0g/t Au cut-off for material below the optimised open pit for an underground Mineral Resource Estimate.