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SOLIS MINERALS LIMITED Capital/Financing Update 2021

Dec 21, 2021

65813_rns_2021-12-21_a5ead60e-7316-4d57-b56d-3766b4af3ea2.pdf

Capital/Financing Update

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==> picture [133 x 45] intentionally omitted <==

595 Burrard Street, Suite 3043, Vancouver B.C, V7X 1L7

ASX RELEASE

24 December 2021 Market Announcements Platform ASX Limited

Pre-Quotation Disclosure

Solis Minerals Ltd. ( Company ) makes the following disclosures in accordance with ASX's listing conditions.

Capitalised terms not defined have the meaning given in the Company's prospectus dated 10 November 2021 ( Prospectus ).

  1. Confirmation of the issue of any unquoted securities

The Company confirms the:

  • (a) issue of 27,500,000 Shares (to be settled on ASX in the form of CDIs) at an issue price of A$0.20 per Share;

  • (b) issue of 13,749,994 number of free-attaching unquoted Options exercisable at $0.30 and expiring 24 months from the date of issue (on the basis of 1 Option for every two CDIs issued) ( New Options );

  • (c) issue of 3,666,667 Options at an exercise price of $0.28 and expiring 3 years from the date of admission to the Lead Manager's nominee, Zenix Nominees Pty Ltd ( Lead Manager Options );

  • (d) that there are no other issues of any unquoted securities that had not been issued prior to the application for admission but to be issued prior to the commencement of official quotation.

2. Restricted securities

The Company confirms that:

  • (a) the 3,666,667 Lead Manager Options are subject to ASX imposed escrow for a period of 24 months commencing on the date of Official Quotation; and

  • (b) none of the CDIs pursuant to the Offer or other Securities will be classified by ASX as restricted securities.

Capital structure

The Company's current capital structure at the date of admission is as follows:

Shares: 60,416,654 fully paid ordinary shares ( Shares ), following the issue of 27,500,000 Shares under the Offer, of which 27,500,000 are held in the form of CHESS Depositary Interests ( CDIs ).

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The Company advises that 175,000 Warrants have been exercised since the Company lodged the Prospectus. As a result of those warrants being exercised, there is a discrepancy in the total number of Shares disclosed in the Prospectus and this pre-quotation disclosure announcement.

  • (a) Warrants : 12,600,076 warrants comprised of the following:
ExercisePrice (C$) Number ExpiryDate Escrow Period
0.80 1,630,000 24 May 2022 The escrow period of 4months and 1 day expiredon 26 September 2017.
0.80 774,000 15 June 2022 The escrow period of 4months and 1 day expiredon 17 October 2017.
0.20 3,306,7001 21 October2022 The escrow period of 4months and 1 day expiredon 22 February 2021.
0.30 6,899,376 14 May 2023 The escrow period of 4months and 1 day expiredon 15 September 2021.
TOTAL 12,600,076 - -

Notes:

  1. This parcel of Warrants was reduced from 3,481,700 to 3,306,700, following the exercise of the 175,000 Warrants.
  • (b) Options: 20,316,661 Options to acquire a Share (now including the New Options and Lead Manager Options), comprised of the following:
ExercisePrice (C$) Number ExpiryDate Escrow Period
0.175 1,650,000 27 October2025 The escrow period of 4months and 1 day expiredon 1 March 2021.
0.25 200,000 30 March 2023 The escrow period of 4months and 1 day expiredon 31 July 2021.
0.25 25,0001 29 September2022 The escrow period of 4months and 1 day expiredon 31 July 2021

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Exercise Number Expiry Escrow Period
Price (C$) Date
0.30 1,025,000 18 June 2026 The escrow period of 4
months and 1 expired on
19 October 2021.
0.30 13,749,994 15 December Nil
(New 2023
Options)
0.28 3,666,667 23 December The escrow period will
(LeadManager 2024 expire 24 months from thedate of Admission
Options)
TOTAL 20,316,661 - -

None of the Company's Options are subject to any vesting conditions.

4.

Option Agreement

The Company confirms that the option agreement dated 23 June 2021 between the Company, Walter Enrique Viteri Aldunate and Reinaldo Leiva Saez (together the Mostazal Shareholders ) and the 8 Mostazal Companies listed below ( Mostazal Option Agreement ) remains in full force and effect:

  • (a) SLM Mostazal Uno de Deigo de Almgaro;

  • (b) SLM Mostazal Dos de Deigo de Almgaro;

  • (c) SLM Mostazal Tres de Deigo de Almgaro;

  • (d) SLM Mostazal Cuatro de Deigo de Almgaro;

  • (e) SLM Mostazal Seis de Deigo de Almgaro;

  • (f) SLM Mostazal Seite 1 de Deigo de Almgaro;

  • (g) SLM Mostazal Ocho de Deigo de Almgaro; and

SLM Placeres 1 de Deigo de Almgaro.

Impediments

The Company confirms that there are no legal, regulatory, statutory or contractual impediments to the Company entering the tenements comprising the Mostazal Project, Ilo Norte Project or Ilo Este Project, and carrying out exploration activities such that the Company will be able to spend its cash in accordance with its commitments for the purposes of Listing Rule 1.3.2(b).

Authorised for release by the Directors of the Company. Ends

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