RAGNAR METALS LIMITED — Capital/Financing Update 2021

May 13, 2021

Proposed issue of securities

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Announcement Summary

Entity name

RAGNAR METALS LIMITED

Announcement Type

New announcement

Date of this announcement

Friday May 14, 2021

The Proposed issue is:

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A non pro rata offer of securities under a disclosure document or product disclosure statement (PDS)

Total number of +securities proposed to be issued for a non pro rata offer of securities under a disclosure document or product disclosure statement (PDS)

		Maximum Number of
ASX +security code	+Security description	+securities to be issued
n/a	Listed Options, $0.04 exercise price, 2 year expiry	91,666,497
RAG	ORDINARY FULLY PAID	275,000,000

Closing date for receipt of acceptances

Monday May 17, 2021

Proposed +issue date

Tuesday May 18, 2021

Refer to next page for full details of the announcement

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Proposed issue of securities

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Part 1 - Entity and announcement details

1.1 Name of +Entity

RAGNAR METALS 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.

1.2 Registered Number Type

Registration Number

ABN 12108560069

1.3 ASX issuer code

RAG

1.4 The announcement is

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New announcement

1.5 Date of this announcement

Friday May 14, 2021

1.6 The Proposed issue is:

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A non-+pro rata offer of +securities under a +disclosure document or +PDS

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Part 5 - Details of proposed non-pro rata offer under a disclosure document or PDS

Part 5A - Conditions

5A.1 - Are any of the following approvals required for the non-+pro rata offer of +securities under a +disclosure document or +PDS? +Security holder approval Court approval Lodgement of court order with +ASIC ACCC approval FIRB approval Another approval/condition external to the entity Yes

5A.1a Conditions

Approval/Condition Date for determination Is the date estimated or ** Approval actual? received/condition met? +Security holder approval Wednesday April 7, 2021 Actual Yes

Comments

N/A

Part 5B - Offer details

Is the proposed security a 'New Will the proposed issue of this class' (+securities in a class that is +security include an offer of not yet quoted or recorded by ASX) attaching +securities? or an 'Existing class' (additional Yes securities in a class that is already quoted or recorded by ASX)? Existing class

Details of +securities proposed to be issued

ASX +security code and description

RAG : ORDINARY FULLY PAID

The number of +securities to be offered under the +disclosure document or +PDS 275,000,000

Will the offer be conditional on applications for a minimum number of +securities being received or a minimum amount being raised (i.e. a minimum subscription condition)? Yes

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Describe the minimum subscription condition

The minimum subscription under the Public Offer is 275,000,000 Shares to raise $5,500,000 which is also the maximum subscription.

Will individual security holders be required to accept the offer for a minimum number or value of +securities (i.e. a minimum acceptance condition)? Yes

Is the minimum acceptance unit based or dollar based? Dollar based ($)

Please enter the minimum acceptance value

$ 2,000

Will individual security holders be limited to accepting the offer for a maximum number or value of +securities (i.e. a maximum acceptance condition)? No

Offer price details

Has the offer price been determined?

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Yes

In what currency will the offer be What is the offer price per +security? made? AUD 0.02000 AUD - Australian Dollar

Oversubscription & Scale back details

Will the entity be entitled to accept over-subscriptions? No

Will a scale back be applied if the offer is over-subscribed? Yes

Describe the scale back arrangements

At the Company's discretion

Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes

Attaching +Security

Is the proposed attaching security a 'New class' (+securities in a class that is not yet quoted or recorded by ASX) or an 'Existing class' (additional +securities in a class that is already quoted or recorded by ASX)? New class

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Proposed issue of securities

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Attaching +Security - New class (+securities in a class that is not yet quoted or recorded by ASX)

Details of attaching +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 Will the entity be seeking quotation of the 'new' class of of the proposed +securities are appropriate and +securities on ASX? equitable under listing rule 6.1? Yes Yes ASX +security code +Security description New class-code to be confirmed Listed Options, $0.04 exercise price, 2 year expiry

+Security type

Options

The number of +securities to be offered under the +disclosure document or +PDS 91,666,497

Offer price details

Has the offer price been determined? Yes In what currency will the offer be made? What is the offer price per +security? AUD - Australian Dollar AUD 0.00000

Oversubscription & Scale back details

Will the entity be entitled to accept over-subscriptions? No

Will a scale back be applied if the offer is over-subscribed? Yes Describe the scale back arrangements At the Company's discretion

Will all the +securities issued in this class rank equally in all respects from their issue date? Yes

Options details

+Security currency

AUD - Australian Dollar

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Exercise price Expiry date AUD 0.0400 Thursday May 18, 2023

Details of the type of +security that will be issued if the option is exercised

RAG : ORDINARY FULLY PAID

Number of securities that will be issued if the option is exercised

1

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.

https://www.asx.com.au/asxpdf/20210408/pdf/44vcby1341jk35.pdf

Part 5C - Timetable

5C.1 Lodgement date of +disclosure document or +PDS with ASIC

Wednesday April 7, 2021

5C.2 Date when +disclosure document or +PDS and acceptance forms will be made available to investors

Thursday April 8, 2021

5C.3 Offer open date Thursday April 8, 2021

5C.4 Closing date for receipt of acceptances

Monday May 17, 2021

5C.6 Proposed +issue date

Tuesday May 18, 2021

Part 5D - Listing Rule requirements

5D.1 Has the entity obtained, or is it obtaining, +security holder approval for the entire issue under listing rule 7.1? Yes

5D.1a Date of meeting or proposed meeting to approve the issue under listing rule 7.1 Wednesday April 7, 2021

5D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue? Yes

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Part 5E - Fees and expenses

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5E.1 Will there be a lead manager or broker to the proposed offer? Yes

5E.1a Who is the lead manager/broker?

CPS Capital Group Pty Ltd

5E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker? $330,000 (assumes a fee of 6%)

5E.2 Is the proposed offer to be underwritten? No

5E.3 Will brokers who lodge acceptances or renunciations on behalf of eligible +security holders be paid a handling fee or commission? No

5E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed offer N/A

Part 5F - Further Information

5F.01 The purpose(s) for which the entity intends to use the cash raised by the proposed issue

Please refer to the use of funds outlined on page 19 of the prospectus released to the market on 8 April 2021.

5F.1 Will the entity be changing its dividend/distribution policy if the proposed offer is successful? No

5F.2 Please explain the entity's allocation policy for the offer, including whether or not acceptances from existing +security holders will be given priority

Existing shareholders in the Company will be given priority under the Public Offer to apply for up to 50,000,000 Shares ($1,000,000) in priority of new investors.

5F.3 URL on the entity's website where investors can download the +disclosure document or +PDS

https://www.asx.com.au/asxpdf/20210408/pdf/44vcby1341jk35.pdf

5F.4 Any other information the entity wishes to provide about the proposed offer

N/A

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