RESOURCE BASE LIMITED. — Capital/Financing Update 2024

Oct 17, 2024

Announcement Summary

Entity name

RESOURCE BASE LIMITED.

Announcement Type

New announcement

Date of this announcement

18/10/2024

The Proposed issue is: A placement or other type of issue

Total number of +securities proposed to be issued for a placement or other type of issue

ASX +security code	+Security description	Maximum Number of+securities to be issued
New class-code to beconfirmed	Unlisted option with an exercise price of 10c and anexpiration three (3) years from issue.	2,000,000
RBX	ORDINARY FULLY PAID	32,500,000

Proposed +issue date

24/10/2024

Refer to next page for full details of the announcement

Part 1 - Entity and announcement details

1.1 Name of +Entity

RESOURCE BASE 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

57113385425

1.3 ASX issuer code

RBX

ABN

1.4 The announcement is New announcement

1.5 Date of this announcement

18/10/2024

1.6 The Proposed issue is: A placement or other type of issue

Part 7 - Details of proposed placement or other issue

Part 7A - Conditions

7A.1 Do any external approvals need to be obtained or other conditions satisfied before the placement or other type of issue can proceed on an unconditional basis? 7A.1a Conditions Approval/Condition +Security holder approval Date for determination 21/11/2024 Is the date estimated or actual? ** Approval received/condition met? No Estimated Yes

Comments

Shareholder approval for Tranche 2 and director participation in the placement, and issue of the Broker options.

Part 7B - Issue details

Is the proposed 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)? Existing class

Will the proposed issue of this +security include an offer of attaching +securities? No

Details of +securities proposed to be issued

ASX +security code and description

RBX : ORDINARY FULLY PAID

Number of +securities proposed to be issued

32,500,000

Offer price details

Are the +securities proposed to be issued being issued for a cash consideration? Yes

In what currency is the cash	What is the issue price per
consideration being paid?	+security?
AUD - Australian Dollar	AUD 0.03000

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

Is the proposed security a 'Newclass' (+securities in a class that isnot yet quoted or recorded by ASX)or an 'Existing class' (additionalsecurities in a class that is alreadyquoted or recorded by ASX)?New class	Will the proposed issue of this+security include an offer ofattaching +securities?No
Details of +securities proposed to be issued
issued over them)	ISIN Code (if Issuer is a foreign company and +securities do not have +CDIs
Have you received confirmation fromASX that the terms of the proposed+securities are appropriate andequitable under listing rule 6.1?No	Will the entity be seeking quotationof the 'new' class of +securities onASX?No
ASX +security code	+Security description
New class-code to be confirmed	Unlisted option with an exercise price of 10c and an expiration three (3) yearsfrom issue.
+Security typeOptions
Number of +securities proposed to be issued
2,000,000
Offer price details
Are the +securities proposed to be issued being issued for a cash consideration?No
Please describe the consideration being provided for the +securities
Part consideration to the Lead Manager for the Placement
Please provide an estimate of the AUD equivalent of the consideration beingprovided for the +securities
0.0000001
Will all the +securities issued in this class rank equally in all respects fromtheir issue date?Yes
Options details
+Security currency	Exercise price	Expiry date
AUD - Australian Dollar	AUD 0.1000	21/11/2027

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

RBX : ORDINARY FULLY PAID

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

One new ordinary share for every option exercised

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.

Refer to the Company's announcement dated 18 October 2024

Part 7C - Timetable

7C.1 Proposed +issue date 24/10/2024

Part 7D - Listing Rule requirements

7D.1 Has the entity obtained, or is it obtaining, +security holder approval for the entire issue under listing rule 7.1? No

7D.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

7D.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?

12,331,552

7D.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)?

Yes

7D.1c ( i ) How many +securities are proposed to be issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A?

8,268,448

7D.1c ( ii ) Please explain why the entity has chosen to do a placement rather than a +pro rata issue or an offer under a +security purchase plan in which existing ordinary +security holders would have been eligible to participate

The Board considered a placement as providing greater certainty on funds and timing

7D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue? Yes

7D.3 Will any of the +securities to be issued be +restricted securities for the purposes of the listing rules? No

7D.4 Will any of the +securities to be issued be subject to +voluntary escrow? No

Part 7E - Fees and expenses

7E.1 Will there be a lead manager or broker to the proposed issue?

Yes

7E.1a Who is the lead manager/broker?

Taylor Collison Limited

7E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker?

Taylor Collison will be paid a management and selling fee of 6% of funds raised. Taylor Collison will also be issued with 2 million lead manager options.

7E.2 Is the proposed issue to be underwritten? No

7E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed issue

Part 7F - Further Information

7F.01 The purpose(s) for which the entity is issuing the securities

The proceeds of the Placement will be used to fund exploration programs across the Company's projects in Canada and Australia, as general working capital, and costs of the capital raising.

7F.1 Will the entity be changing its dividend/distribution policy if the proposed issue proceeds? No

7F.2 Any other information the entity wishes to provide about the proposed issue

Tranche 2 of the Placement, including Director participation, is subject to Shareholder approval at the upcoming AGM.

7F.3 Any on-sale of the +securities proposed to be issued within 12 months of their date of issue will comply with the secondary sale provisions in sections 707(3) and 1012C(6) of the Corporations Act by virtue of: The publication of a cleansing notice under section 708A(5), 708AA(2)(f), 1012DA(5) or 1012DAA(2)(f)