RED MOUNTAIN MINING LIMITED — Capital/Financing Update 2021

Sep 1, 2021

Proposed issue of securities

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Announcement Summary

Entity name

RED MOUNTAIN MINING LIMITED

Announcement Type

New announcement

Date of this announcement

2/9/2021

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
New class-code to be	Quoted Options exercisable at $0.011, expiring on 2 October	32996399
confirmed	2022.

Closing date for receipt of acceptances

1/10/2021

Proposed +issue date

5/10/2021

Refer to next page for full details of the announcement

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Proposed issue of securities

Part 1 - Entity and announcement details

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1.1 Name of +Entity

RED MOUNTAIN MINING 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

Registration Number

ABN 40119658106

1.3 ASX issuer code

RMX

1.4 The announcement is

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New announcement

1.5 Date of this announcement

2/9/2021

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 Do any external approvals need to be obtained or other conditions satisfied before the non-pro rata offer of +securities under a +disclosure document or + PDS can proceed on an unconditional basis? Yes

5A.1a Conditions

Approval/Condition Date for determination Is the date estimated or ** Approval actual? received/condition met? +Security holder approval 4/11/2021 Actual

Comments

The Director Offer requires shareholder approval but the Eligible Recipient Offer does not.

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 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 Will the entity be seeking quotation ASX that the terms of the proposed of the 'new' class of +securities on +securities are appropriate and ASX? equitable under listing rule 6.1? Yes No ASX +security code +Security description New class-code to be confirmed Quoted Options exercisable at $0.011, expiring on 2 October 2022.

+Security type

Options

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The number of +securities to be offered under the +disclosure document or +PDS 32,996,399

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)? No Will individual security holders be required to accept the offer for a minimum number or value of +securities (i.e. a minimum acceptance condition)? No 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? No How and when will the offer price be determined? Free attaching bonus options issued on the basis of one free (1) Bonus Option for every three (3) Exercised Options. Will the offer price be determined by way of a bookbuild? No 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? No 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 0.0110 2/10/2022

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

RMX : ORDINARY FULLY PAID

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

32,996,399

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://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02417192-6A1048701?access_token=8 3ff96335c2d45a094df02a206a39ff4

Part 5C - Timetable

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

2/9/2021

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

6/9/2021

5C.3 Offer open date

9/9/2021

5C.4 Closing date for receipt of acceptances

1/10/2021

5C.6 Proposed +issue date

5/10/2021

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? No

5D.1b Are any of the +securities proposed to be issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1? Yes

5D.1b ( i ) How many +securities are proposed to be issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1?

30,826,733

5D.1c Are any of the +securities proposed to be issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A (if applicable)? No

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5D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue? Yes Part 5E - Fees and expenses 5E.1 Will there be a lead manager or broker to the proposed offer? No 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

Part 5F - Further Information 5F.01 The purpose(s) for which the entity intends to use the cash raised by the proposed issue N/A 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 Bonus Options to Eligible Recipients on the basis of one (1) Bonus Option for every three (3) Exercised Options, with each Bonus Option exercisable at $0.011 on or before 2 October 2022. 5F.3 URL on the entity's website where investors can download the +disclosure document or +PDS https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02417192-6A1048701?access_token=8 3ff96335c2d45a094df02a206a39ff4

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

2,166,666 Bonus Options to the Related Parties on the basis of one (1) Bonus Option for every three (3) Exercised Options, with each Bonus Option exercisable at $0.011 on or before 2 October 2022 (Director Offer). The Director Offer is subject to the receipt of approval of Shareholders at the Company¿s 2021 Annual General Meeting.

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