SABRE RESOURCES LIMITED — Capital/Financing Update 2022

Apr 19, 2022

Proposed issue of securities

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Announcement Summary

Entity name

SABRE RESOURCES LIMITED

Announcement Type

New announcement

Date of this announcement

20/4/2022

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	Options to buy fully paid SBR shares at $0.006 on or before	754351205
confirmed	30 April 2024.
New class-code to be	Options to buy fully paid SBR shares for $0.006 on or before	100000000
confirmed	30 April 2024.
SBR	ORDINARY FULLY PAID	754352205

Closing date for receipt of acceptances

22/4/2022

Proposed +issue date

26/4/2022

Refer to next page for full details of the announcement

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Part 1 - Entity and announcement details

1.1 Name of +Entity

SABRE RESOURCES 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 68003043570

1.3 ASX issuer code

SBR

1.4 The announcement is

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New announcement

1.5 Date of this announcement

20/4/2022

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? No

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 SBR : ORDINARY FULLY PAID The number of +securities to be offered under the +disclosure document or +PDS 754,351,205 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

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Offer price details

Has the offer price been determined? Yes In what currency will the offer be What is the offer price per +security? made? AUD 0.00650 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? No 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 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 No ASX +security code +Security description New class-code to be confirmed Options to buy fully paid SBR shares at $0.006 on or before 30 April 2024. +Security type Options The number of +securities to be offered under the +disclosure document or +PDS 754,351,205

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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 0.00001

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

AUD - Australian Dollar

Exercise price Expiry date AUD 0.0060 30/4/2024

Expiry date

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

SBR : ORDINARY FULLY PAID

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

One fully paid ordinary share (ASX:SBR)

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.

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

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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	Options to buy fully paid SBR shares for $0.006 on or before 30 April 2024.
+Security type
Options
The number of +securities to be offered under the +disclosure document or
+PDS
100,000,000

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)? 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?

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Yes

In what currency will the offer be What is the offer price per +security? made? AUD 0.00002 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?

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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 0.0060 30/4/2024 Details of the type of +security that will be issued if the option is exercised SBR : ORDINARY FULLY PAID Number of securities that will be issued if the option is exercised One fully paid ordinary share (ASX:SBR) 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.

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)? Existing class

Details of +securities proposed to be issued

ASX +security code and description SBR : ORDINARY FULLY PAID

The number of +securities to be offered under the +disclosure document or +PDS 1,000

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)? 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

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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? Yes In what currency will the offer be What is the offer price per +security? made? AUD 0.00650 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? No Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes

Part 5C - Timetable 5C.1 Lodgement date of +disclosure document or +PDS with ASIC 20/4/2022 5C.2 Date when +disclosure document or +PDS and acceptance forms will be made available to investors 21/4/2022 5C.3 Offer open date 21/4/2022 5C.4 Closing date for receipt of acceptances 22/4/2022 5C.6 Proposed +issue date 26/4/2022

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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?

50,869,841 SBR fully paid shares with placement, 254,351,205 options and 1,000 cleansing shares.

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)? Yes

5D.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?

203,481,364 SBR fully paid shares.

5D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue? No

Part 5E - Fees and expenses

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

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

The Lead Manager for the issue of 754,351,205 SBR fully paid shares with one free attaching option for every share placed is Copeak Corporate Pty Ltd .

5E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker?

The Lead Manager will be paid 5% of all funds raised under the Placement and, subject to shareholder approval being obtained, will be issued 12,000,000 options with an exercise price of $0.006 and expiry date of 30 April 2024.

5E.2 Is the proposed offer to be underwritten?

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No

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

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

The cost of offering the Options under the Prospectus total $30,000 as detailed in the Prospectus.

Part 5F - Further Information

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

The Company will use the funds raised from the Placement to advance its exploration projects as outlined in the Prospectus. Funds raised from the issue of options will be used to off-set the costs of the Option Offer.

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

The placement has been made to sophisticated and professional investors as determined by the Lead Manager and 100,000,000 consultant options will be offered to employees, consultants and service providers of the Company as detailed in the Prospectus.

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

https://www.sabresources.com

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

The offers relate to the Prospectus lodged on 20 April 2022. The 754,351,205 fully paid ordinary shares will be issued after the market closes on 20 April 2022 and the options to be issued under the Prospectus are expected to be issued on 26 April 2022.

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