ST GEORGE MINING LIMITED — Capital/Financing Update 2020

May 14, 2020

15 May 2020

ST GEORGE COMPLETES PLACEMENT AND IS READY TO RESUME DRILLING AT THE HIGH‐GRADE MT ALEXANDER NICKEL‐COPPER SULPHIDE PROJECT

• $3.6 million placement has been completed with allotment of new shares today
• Share Purchase Plan for existing shareholders is underway – eligible shareholders are urged to submit applications as early as possible
• Drilling scheduled to commence at Mt Alexander late next week with a reverse circulation (RC) drill rig due to arrive at site within days, and a diamond rig due to arrive at site the following week

Growth focused Western Australian nickel company St George Mining Limited (ASX: SGQ) ("St George" or "the Company") is pleased to confirm, further to the ASX Release dated 7 May 2020, that it has completed a private placement of ordinary shares to institutional and high net worth resources investors (Placement).

A total of 45,277,814 shares were issued at $0.08 per share to raise $3,622,225 (Placement), following very strong interest that eclipsed the amount intended to be raised.

To recognise the support of existing shareholders, a Share Purchase Plan (SPP) was launched by the Company on 12 May 2020 under which Eligible Shareholders (as defined in the SPP Offer Letter) are invited to also acquire shares in St George at $0.08 per share. For further details on the SPP, please see our ASX Release dated 12 May 2020 St George Opens Share Purchase Plan.

The SPP remains open and is scheduled to close on 29 May 2020. St George reserves the discretion to close the SPP prior to that date and we urge Eligible Shareholders who wish to participate in the SPP to submit their application as soon as possible.

The new funds secured under these capital raising initiatives will underpin the 2020 drill programme at St George's flagship Mt Alexander Project, with drilling scheduled to commence later next week.

John Prineas, St George Mining's Executive Chairman said:

"The support received in the Placement – and in the SPP to date – has been very strong and we thank all investors for the backing they have shown the Company.

"The 2020 drill programme will test targets at Mt Alexander with potential for new high‐grade nickel‐copper sulphide discoveries as well as targets to confirm the extension of known mineralisation.

"The shallow nickel‐copper sulphide deposits already discovered in the Cathedrals Belt have confirmed the presence of exceptional high‐grade nickel, copper, cobalt and platinum group metals over a strike of 5.5km.

"We are optimistic that the forthcoming drill programme will discover additional mineralisation of this kind and cement Mt Alexander's position as the most exciting, advanced high‐grade nickel sulphide discovery in Australia.

"We look forward to reporting results of the drilling over the coming weeks and months."

ASX / MEDIA RELEASE

Placement:

After the issue of the securities under the Placement, being 45,277,814 fully paid ordinary shares at $0.08 per share, the Company has the following listed securities on issue:

Fully Paid Ordinary Shares 457,889,079 Listed Options exercisable at $0.20 on or before 30 Sept 2020 24,576,114

The shares issued under the Placement were issued pursuant to the Company's 10% placement capacity under ASX Listing Rule 7.1A. As such, the Company provides the below information under ASX Listing Rule 7.1A.4(b) in respect of the shares issued under ASX Listing Rule 7.1A.

(a) The Company issued 36,831,126 shares under ASX Listing Rule 7.1A which resulted in the following dilution to existing shareholders:

Number of shares on issue before the issue date	412,611,265
Shares issued under ASX Listing Rule 7.1A	36,831,126
Percentage of voting dilution to existing shareholders as
a result of the shares issued pursuant to the Placement	8.04%

Further details of the approximate percentage of the issued capital post the 7.1A placement held by the pre‐placement security holders and new security holders are as follows:

Percentage of pre‐placement security holders who did notparticipate in the 7.1A placement	95.30%
Percentage of pre‐placement security holders whodid participate in the 7.1A placement	4.70%
Percentage of participants in the 7.1A placement whowere not previously security holders	8.04%

• (b) The Company issued the shares as a placement under ASX Listing Rule 7.1A as the Company was of the view that it was the most efficient and expedient mechanism to raise the funds required to achieve its stated objectives.
• (c) The Company confirms that there was no underwriter in respect of the Placement.
• (d) The fee payable by the Company in connection with the Placement comprises a selling fee of 6% of the funds raised payable to the Joint Lead Managers.

Funds from the placement will be applied towards exploration at the Mt Alexander Project and the Company's other projects in Western Australia, as well as for working capital and general corporate expenses.

Argonaut Securities Pty Ltd, Bell Potter Securities Limited and Canaccord Genuity (Australia) Limited acted as Joint Lead Managers to the Placement.

ASX / MEDIA RELEASE

About the Mt Alexander Project:

St George has made multiple discoveries of high‐grade nickel‐copper‐cobalt‐PGE mineralisation across a 5.5km strike of the Cathedrals Belt, a large fertile belt that is interpreted to extend over 16km within the area of the Mt Alexander Project.

The Project is located 120km south‐southwest of the Agnew‐Wiluna Belt, which hosts numerous world‐class nickel deposits. The area of the Project comprises five granted exploration licences – E29/638, E29/548, E29/962, E29/954 and E29/972.

The Cathedrals, Stricklands, Investigators and Radar high‐grade nickel‐copper‐cobalt‐PGE discoveries are located on E29/638, which is held in joint venture by St George Mining Limited (75%) and Western Areas Limited (25%). St George is the Manager of the Project, with Western Areas retaining a 25% non‐contributing interest in the Project (in regard to E29/638 only) until there is a decision to mine.

Authorised for release by the Board of St George Mining Limited.

For further information, please contact:

John Prineas Executive Chairman St George Mining Limited +61 411 421 253 john.prineas@stgm.com.au Peter Klinger Media and Investor Relations Cannings Purple +61 411 251 540 pklinger@canningspurple.com.au

Appendix 2A

Application for quotation of +securities

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX's property and may be made public.

If you are an entity incorporated outside Australia and you are seeking quotation of a new class of +securities other than CDIs, you will need to obtain and provide an International Securities Identification Number (ISIN) for that class. Further information on the requirement for the notification of an ISIN is available from the Create Online Forms page. ASX is unable to create the new ISIN for non‐Australian issuers.

*Denotes minimum information required for first lodgement of this form, with exceptions provided in specific notes for certain questions. The balance of the information, where applicable, must be provided as soon as reasonably practicable by the entity.

Part 1 – Entity and announcement details

Questionno	Question	Answer
1.1	*Name of entityWe (the entity here named) apply for+quotation of the following +securities andagree to the matters set out in Appendix 2A ofthe ASX Listing Rules.1	St George Mining Limited
1.2	*Registration type and numberPlease supply your ABN, ARSN, ARBN, ACN or anotherregistration type and number (if you supply anotherregistration type, please specify both the type ofregistration and the registration number).	21 139 308 973
1.3	*ASX issuer code	SGQ
1.4	*This announcement isTick whichever is applicable.	☒ Anew announcement☐ Anupdate/amendment to a previousannouncement☐ A cancellation of a previous announcement
1.4a	*Reason for updateMandatory only if "Update" ticked in Q1.4 above. Areason must be provided for an update.	Not Applicable
1.4b	*Date of previous announcement to thisupdateMandatory only if "Update" ticked in Q1.4 above.	Not Applicable
1.4c	*Reason for cancellationMandatory only if "Cancellation" ticked in Q1.4 above.	Not Applicable

1 Appendix 2A of the Listing Rules includes a warranty that an offer of the securities for sale within 12 months after their issue will not require disclosure under section 707(3) or 1012C(6) of the Corporations Act. If the securities to be quoted have been issued by way of a pro rata offer, to give this warranty, you will generally need to have lodged a cleansing notice with ASX under section 708AA(2)(f) or 1012DAA(2)(f) of the Corporations Act within 24 hours before the securities are offered (see ASIC Regulatory Guide 189 Disclosure relief for rights issues). If in doubt, please consult your legal adviser.

1.4d	*Date of previous announcement to thiscancellationMandatory only if "Cancellation" ticked in Q1.4 above.	Not Applicable
1.5	*Date of this announcement	15 May 2020

Part 2 – Type of issue

QuestionNo.	Question	Answer
2.1	*The +securities to be quoted are:Select whichever item is applicable.If you wish to apply for quotation of different types of issues	☒ Beingissued as part of a transaction ortransactions previously announced to themarket in an Appendix 3B
	of securities, please complete a separate Appendix 2A foreach type of issue.	☐ Being issued under a +dividend ordistribution plan
		☐ Being issued as a result of options beingexercised or other +convertible securitiesbeing converted
		☐ Unquoted partly paid +securities that havebeen paid up and are now quoted fully paid+securities
		☐ +Restricted securities where the escrowperiod has expired or is about to expire
		☐ +Securities previously issued under an+employee incentive scheme where therestrictions on transfer have ceased or areabout to cease
		☐ +Securities issued under an +employeeincentive scheme that are not subject to arestriction on transfer or that are to bequoted notwithstanding there is arestriction on transfer
		☐ Other
2.2a.1	*Date of Appendix 3B notifying the market ofthe proposed issue of +securities for whichquotation is now being soughtAnswer this question if your response to Q2.1 is "Beingissued as part of a transaction or transactions previouslyannounced to the market in an Appendix 3B"	7 May 2020
2.2a.2	*Are there any further issues of +securities yetto take place to complete the transaction(s)referred to in the Appendix 3B?	No
	Answer this question if your response to Q2.1 is "Beingissued as part of a transaction or transactions previouslyannounced to the market in an Appendix 3B".

2.2a.2.1	*Please provide details of the further issues of+securities yet to take place to complete thetransaction(s) referred to in the Appendix 3BAnswer this question if your response to Q2.1 is "Beingissued as part of a transaction or transactions previouslyannounced to the market in an Appendix 3B" and yourresponse to Q2.2a.2 is "Yes".Please provide details of the proposed dates and number ofsecurities for the further issues. This may be the case, forexample, if the Appendix 3B related to an accelerated prorata offer with an institutional component being quoted onone date and a retail component being quoted on a laterdate.	Not Applicable
2.2b.1	*Date of Appendix 3A.1 lodged with ASX inrelation to the underlying +dividend ordistributionAnswer this question if your response to Q2.1 is "Beingissued under a dividend or distribution plan".	Not Applicable
2.2b.2	*Does the +dividend or distribution plan meetthe requirement of listing rule 7.2 exception 4that it does not impose a limit on participation?Answer this question if your response to Q2.1 is "Beingissued under a dividend or distribution plan".Note: Exception 4 only applies where security holders areable to elect to receive all of their dividend or distribution assecurities. For example, Exception 4 would not apply in thefollowing circumstances: 1) The entity has specified a dollarlimit on the level of participation e.g. security holders canonly participate to a maximum value of $x in respect oftheir entitlement, or 2) The entity has specified a maximumnumber of securities that can participate in the plan e.g.security holders can only receive securities in lieu ofdividend payable for x number of securities.	Not Applicable
2.2c.1	Please state the number and type of optionsthat were exercised or other +convertiblesecurities that were converted (including theirASX security code)Answer this question if your response to Q2.1 is "Beingissued as a result of options being exercised or otherconvertible securities being converted".	Not Applicable
2.2c.2	And the date the options were exercised orother +convertible securities were convertedAnswer this question if your response to Q2.1 is "Beingissued as a result of options being exercised or otherconvertible securities being converted".Note: If this occurred over a range of dates, enter the datethe last of the options was exercised or convertiblesecurities was converted.	Not Applicable
2.2d.1	Please state the number and type of partly paid+securities (including their ASX security code)that were fully paid upAnswer this question if your response to Q2.1 is "Unquotedpartly paid securities that have been paid up and are nowquoted fully paid securities".	Not Applicable
2.2d.2	And the date the +securities were fully paid upAnswer this question if your response to Q2.1 is "Unquotedpartly paid securities that have been paid up and are nowquoted fully paid securities".Note: If this occurred over a range of dates, enter the datethe last of the securities was fully paid up.	Not Applicable

2.2e.1	Please state the number and type of +restrictedsecurities (including their ASX security code)where the escrow period has expired or isabout to expire	Not Applicable
	Answer this question if your response to Q2.1 is "Restrictedsecurities where the escrow period has expired or is aboutto expire".
2.2e.2	And the date the escrow restrictions haveceased or will cease	Not Applicable
	Answer this question if your response to Q2.1 is "Restrictedsecurities where the escrow period has expired or is aboutto expire".
	Note: If this occurred over a range of dates, enter the datethe last of the escrow restrictions has ceased or will cease.
2.2f.1	Please state the number and type of +securities(including their ASX security code) previouslyissued under the +employee incentive schemewhere the restrictions on transfer have ceased	Not Applicable
	or are about to ceaseAnswer this question if your response to Q2.1 is "Securitiespreviously issued under an employee incentive schemewhere the restrictions on transfer have ceased or are aboutto cease".
2.2f.2	And the date the restrictions on transfer haveceased or will cease:	Not Applicable
	Answer this question if your response to Q2.1 is "Securitiespreviously issued under an employee incentive schemewhere the restrictions on transfer have ceased or are aboutto cease".
	Note: If this occurred over a range of dates, enter the datethe last of the restrictions on transfer has ceased or willcease.
2.2g.1	Please state the number and type of +securities(including their ASX security code) issued underan +employee incentive scheme that are notsubject to a restriction on transfer or that areto be quoted notwithstanding there is a	Not Applicable
	restriction on transferAnswer this question if your response to Q2.1 is "Securitiesissued under an employee incentive scheme that are notsubject to a restriction on transfer or that are to be quotednotwithstanding there is a restriction on transfer".
2.2g.2	*Please attach a document or provide details ofa URL link for a document lodged with ASXdetailing the terms of the +employee incentivescheme or a summary of the terms.	Not Applicable
	Answer this question if your response to Q2.1 is "Securitiesissued under an employee incentive scheme that are notsubject to a restriction on transfer or that are to be quotednotwithstanding there is a restriction on transfer".
2.2g.3	*Are any of these +securities being issued to+key management personnel (KMP) or an+associate	No
	Answer this question if your response to Q2.1 is "Securitiesissued under an employee incentive scheme that are notsubject to a restriction on transfer or that are to be quotednotwithstanding there is a restriction on transfer".

2.2g.3.a	*Provide details of the recipients and the number of +securities issued to each of them.Answer this question if your response to Q2.1 is "Securities issued under an employee incentive scheme that are not subjectto a restriction on transfer or that are to be quoted notwithstanding there is a restriction on transfer" and your response toQ2.2g.3 is "Yes". Repeat the detail in the table below for each KMP involved in the issue. If the securities are being issued tothe KMP, repeat the name of the KMP or insert "Same" in "Name of registered holder". If the securities are being issued toan associate of a KMP, insert the name of the associate in "Name of registered holder".Name of KMPName of registered holderNumber of +securities
2.2h.1	*The purpose(s) for which the entity is issuingthe +securities is:Answer this question if your response to Q2.1 is "Other".You may select one or more of the items in the list.		☐ Toraise additional working capital☐ To fund the retirement of debt☐ To pay for the acquisition of an asset[provide details below]☐ To pay for services rendered[provide details below]☐ Other [provide details below]Additional details:
2.2h.2	*Please provide any further informationneeded to understand the circumstances inwhich you are applying to have these+securities quoted on ASX, including (ifapplicable) why the issue of the +securities hasnot been previously announced to the marketin an Appendix 3BYou must answer this question if your response to Q2.1 is"Other". If there is no other information to provide, pleaseanswer "Not applicable" or "N/A".		Not Applicable
2.2i	*Are these +securities being offered under a+disclosure document or +PDS?Answer this question if your response to Q2.1 is any optionother than "Being issued as part of a transaction ortransactions previously announced to the market in anAppendix 3B".		Not Applicable
2.2i.1	*Date of +disclosure document or +PDS?Answer this question if your response to Q2.1 is any optionother than "Being issued as part of a transaction ortransactions previously announced to the market in anAppendix 3B" and your response to Q2.2i is "Yes".Under the Corporations Act, the entity must apply forquotation of the securities within 7 days of the date of thedisclosure document or PDS.		Not Applicable
2.3	*The +securities to be quoted are:Tick whichever is applicable		☒ Additional+securities in a class that isalready quoted on ASX ("existing class")☐ New +securities in a class that is not yetquoted on ASX ("new class")

Part 3A – number and type of +securities to be quoted (existing class or new class) where issue has previously been notified to ASX in an Appendix 3B

Answer the questions in this Part if your response to Q2.1 is "Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B" and your response to Q2.3 is "existing class" or "new class".

QuestionQuestionNo.		Answer
3A.1	*ASX security code & description	SGQ – Fully Paid Ordinary Shares
3A.2	*Number of +securities to be quoted	45,277,815

Part 3B – number and type of +securities to be quoted (existing class) where issue has not previously been notified to ASX in an Appendix 3B

Answer the questions in this Part if your response to Q2.1 is anything other than "Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B" and your response to Q2.3 is "existing class".

QuestionNo.	Question	Answer
3B.1	*ASX security code & description	Not Applicable
3B.2	*Number of +securities to be quoted	Not Applicable
3B.3a	*Will the +securities to be quoted rank equallyin all respects from their issue date with theexisting issued +securities in that class?	Yes or No
3B.3b	*Is the actual date from which the +securitieswill rank equally (non‐ranking end date)known?Answer this question if your response to Q3B.3a is "No".	Yes or No
3B.3c	*Provide the actual non‐ranking end dateAnswer this question if your response to Q3B.3a is "No" andyour response to Q3B.3b is "Yes".	Not Applicable
3B.3d	*Provide the estimated non‐ranking end periodAnswer this question if your response to Q3B.3a is "No" andyour response to Q3B.3b is "No".	Not Applicable
3B.3e	*Please state the extent to which the+securities do not rank equally:in relation to the next dividend, distributionor interest payment; orfor any other reasonAnswer this question if your response to Q3B.3a is "No".For example, the securities may not rank at all, or may rankproportionately based on the percentage of the period inquestion they have been on issue, for the next dividend,distribution or interest payment; or they may not be entitledto participate in some other event, such as an entitlementissue.	Not Applicable

Part 3C – number and type of +securities to be quoted (new class) where issue has not previously been notified to ASX in an Appendix 3B

Answer the questions in this Part if your response to Q2.1 is anything other than "Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B" and your response to Q2.3 is "new class".

QuestionNo.	Question	Answer
3C.1	*Security description	Not Applicable
3C.2	*Security typeSelect one item from the list that best describes thesecurities the subject of this form. This will determine moredetailed questions to be asked about the security later inthis section. Select "ordinary fully or partly paidshares/units" for stapled securities or CDIs. For interest ratesecurities, please select the appropriate choice from either"Convertible debt securities" or "Non‐convertible debtsecurities". Select "Other" for performance shares/units andperformance options/rights or if the selections available inthe list do not appropriately describe the security beingissued.	☐ Ordinary fully or partly paid shares/units☐ Options☐ +Convertible debt securities☐ Non‐convertible +debt securities☐ Redeemable preference shares/units☐ Other
3C.3	ISIN codeAnswer this question if you are an entity incorporatedoutside Australia and you are seeking quotation of a newclass of securities other than CDIs. See also the note at thetop of this form.	Not Applicable
3C.4	*Number of +securities to be quoted	Not Applicable
3C.5a	*Will all the +securities issued in this class rankequally in all respects from the issue date?	Yes or No
3C.5b	*Is the actual date from which the +securitieswill rank equally (non‐ranking end date)known?Answer this question if your response to Q3C.5a is "No".	Yes or No
3C.5c	*Provide the actual non‐ranking end dateAnswer this question if your response to Q3C.5a is "No" andyour response to Q3C.5b is "Yes".	Not Applicable
3C.5d	*Provide the estimated non‐ranking end periodAnswer this question if your response to Q3C.5a is "No" andyour response to Q3C.5b is "No".	Not Applicable
3C.5e	*Please state the extent to which the+securities do not rank equally:in relation to the next dividend, distributionor interest payment; orfor any other reasonAnswer this question if your response to Q3C.5a is "No".For example, the securities may not rank at all, or may rankproportionately based on the percentage of the period inquestion they have been on issue, for the next dividend,distribution or interest payment; or they may not be entitledto participate in some other event, such as an entitlementissue.	Not Applicable

3C.6	Please attach a document or provide a URL linkfor a document lodged with ASX setting out thematerial terms of the +securities to be quotedYou may cross‐reference a disclosure document, PDS,information memorandum, investor presentation or otherannouncement with this information provided it has beenreleased to the ASX Market Announcements Platform.		Not Applicable
3C.7	*Have you received confirmation from ASX thatthe terms of the +securities are appropriateand equitable under listing rule 6.1?Answer this question only if you are an ASX Listing. (ASXForeign Exempt Listings and ASX Debt Listings do not haveto answer this question).		Yes or No
	If your response is "No" and the securities have any unusualterms, you should approach ASX as soon as possible forconfirmation under listing rule 6.1 that the terms areappropriate and equitable.
3C.8	*Provide a distribution schedule for the new +securities according to the categories set out in theleft hand column – including the number of recipients and the total percentage of the new+securities held by the recipients in each category.
	Number of +securities held	Number of holders		Total percentage of+securities held
	1 – 1,000
	1,001 – 5,000
	5,001 – 10,000
	10,001 – 100,000
	100,001 and over
		Answer this question only if you are an ASX Listing (ASX Foreign Exempt Listings and ASX Debt Listings do not have toanswer this question) and the securities to be quoted have already been issued.Note: if the securities to be quoted have not yet been issued, under listing rule 3.10.5, you will need to provide to ASX a listof the 20 largest recipients of the new +securities, and the number and percentage of the new +securities received by eachof those recipients, and a distribution schedule for the securities when they are issued.
3C.9a	Ordinary fully or partly paid shares/units detailsAnswer the questions in this section if you selected this security type in your response to Question 3C.2.
	*+Security currency		Not Applicable
	This is the currency in which the face amount of an issue isdenominated. It will also typically be the currency in whichdistributions are declared.
	*Will there be CDIs issued over the+securities?		Yes or No
	*CDI ratio		X:Y
	Answer this question if you answered "Yes" to the previousquestion. This is the ratio at which CDIs can be transmutedinto the underlying security (e.g. 4:1 means 4 CDIsrepresent 1 underlying security whereas 1:4 means 1 CDIrepresents 4 underlying securities).
	*Is it a partly paid class of +security?		Yes or No

	*Paid up amount: unpaid amount	X:Y
	Answer this question if answered "Yes" to the previousquestion.
	The paid up amount represents the amount of applicationmoney and/or calls which have been paid on any securityconsidered 'partly paid'
	The unpaid amount represents the unpaid or yet to becalled amount on any security considered 'partly paid'.
	The amounts should be provided per the security currency(e.g. if the security currency is AUD, then the paid up andunpaid amount per security in AUD).
	*Is it a stapled +security?	Yes or No
	This is a security class that comprises a number of ordinaryshares and/or ordinary units issued by separate entitiesthat are stapled together for the purposes of trading.
3C.9b	Option details
	Answer the questions in this section if you selected this security type in your response to Question 3C.2.
	*+Security currency	Not Applicable
	This is the currency in which the exercise price is payable.
	*Exercise price	Not Applicable
	The price at which each option can be exercised andconvert into the underlying security.
	The exercise price should be provided per the securitycurrency (i.e. if the security currency is AUD, the exerciseprice should be expressed in AUD).
	*Expiry date	Not Applicable
	The date on which the options expire or terminate.
	*Details of the number and type of +security(including its ASX security code if the +securityis quoted on ASX) that will be issued if anoption is exercised	Not Applicable
	For example, if the option can be exercised to receive onefully paid ordinary share with ASX security code ABC,please insert "One fully paid ordinary share (ASX:ABC)".
3C.9c	Details of non‐convertible +debt securities, +convertible debt securities, or redeemable
	preference shares/units
	Answer the questions in this section if you selected one of these security types in your response to Question 3C.2.
	Refer to Guidance Note 34 and the "Guide to the Naming Conventions and Security Descriptions for ASX Quoted Debt andHybrid Securities" for further information on certain terms used in this section
	*Type of +security	☐ Simple corporate bond
	Select one item from the list	☐ Non‐convertible note or bond
		☐ Convertible note or bond
		☐ Preference share/unit
		☐ Capital note
		☐ Hybrid security
		☐ Other
	*+Security currency	Not Applicable
	This is the currency in which the face value of the securityis denominated. It will also typically be the currency inwhich interest or distributions are paid.

Face valueThis is the principal amount of each security.	Not Applicable
The face value should be provided per the securitycurrency (i.e. if security currency is AUD, then the facevalue per security in AUD).
*Interest rate type	☐ Fixed rate
Select one item from the list	☐ Floating rate
Select the appropriate interest rate type per the terms ofthe security. Definitions for each type are provided in the	☐ Indexed rate
Guide to the Naming Conventions and Security	☐ Variable rate
Descriptions for ASX Quoted Debt and Hybrid Securities	☐ Zero coupon/no interest
	☐ Other
Frequency of coupon/interest payments per	☐ Monthly
year	☐ Quarterly
Select one item from the list.	☐ Semi‐annual
	☐ Annual
	☐ No coupon/interest payments
	☐ Other
First interest payment date	Not Applicable
A response is not required if you have selected "Nocoupon/interest payments" in response to the questionabove on the frequency of coupon/interest payments
Interest rate per annum	% p.a.
Answer this question if the interest rate type is fixed.
*Is the interest rate per annum estimated atthis time?	Yes or No
Answer this question if the interest rate type is fixed.
If the interest rate per annum is estimated,	Not Applicable
then what is the date for this information tobe announced to the market (if known)
Answer this question if the interest rate type is fixed and
your response to the previous question is "Yes".Answer "Unknown" if the date is not known at this time.
*Does the interest rate include a reference
rate, base rate or market rate (e.g. BBSW or	Yes or No
CPI)?
Answer this question if the interest rate type is floating orindexed.
*What is the reference rate, base rate or	Not Applicable
market rate?
Answer this question if the interest rate type is floating orindexed and your response to the previous question is"Yes".
*Does the interest rate include a margin	Yes or No
above the reference rate, base rate or marketrate?
Answer this question if the interest rate type is floating or

indexed.

*What is the margin above the reference rate,base rate or market rate (expressed as apercent per annum)Answer this question if the interest rate type is floating orindexed and your response to the previous question is"Yes".	% p.a.
*S128F of the Income Tax Assessment Actstatus applicable to the +securitySelect one item from the listFor financial products which are likely to give rise to apayment to which s128F of the Income Tax AssessmentAct applies, ASX requests issuers to confirm the s128Fstatus of the security:"s128F exempt" means interest payments are nottaxable to non‐residents;"Not s128F exempt" means interest payments aretaxable to non‐residents;"s128F exemption status unknown" means the issuer isunable to advise the status;"Not applicable" means s128F is not applicable to thissecurity	☐ s128F exempt☐ Not s128F exempt☐ s128F exemption status unknown☐ Not applicable
*Is the +security perpetual (i.e. no maturitydate)?	Yes or No
*Maturity dateAnswer this question if the security is not perpetual	Not Applicable
*Select other features applicable to the+securityUp to 4 features can be selected. Further information isavailable in the Guide to the Naming Conventions andSecurity Descriptions for ASX Quoted Debt and HybridSecurities.	☐ Simple☐ Subordinated☐ Secured☐ Converting☐ Convertible☐ Transformable☐ Exchangeable☐ Cumulative☐ Non‐Cumulative☐ Redeemable☐ Extendable☐ Reset☐ Step‐Down☐ Step‐Up☐ Stapled☐ None of the above
*Is there a first trigger date on which a right ofconversion, redemption, call or put can beexercised (whichever is first)?	Yes or No

question is "Yes".

Answer this question if your response to the previous

Details of the number and type of +security(including its ASX security code if the +securityis quoted on ASX) that will be issued if the+securities to be quoted are converted,transformed or exchanged	Not Applicable
Answer this question if the security features include"converting", "convertible", "transformable" or"exchangeable".
For example, if the security can be converted into 1,000fully paid ordinary shares with ASX security code ABC,please insert "1,000 fully paid ordinary shares (ASX:ABC)".

Part 4 – Issue details

QuestionNo.	Question	Answer
4.1	*Have the +securities to be quoted beenissued yet?	Yes
4.1a	*What was their date of issue?Answer this question if your response to Q4.1 is "Yes".	15 May 2020
4.1b	*What is their proposed date of issue?Answer this question if your response to Q4.1 is "No".	15 May 2020
4.2	*Are the +securities to be quoted being issuedfor a cash consideration?If the securities are being issued for nil cash consideration,answer this question "No".	Yes
4.2a	*In what currency is the cash considerationbeing paidFor example, if the consideration is being paid in AustralianDollars, state AUD.Answer this question if your response to Q4.2 is "Yes".	AUD
4.2b	*What is the issue price per +securityAnswer this question if your response to Q4.2 is "Yes" andby reference to the issue currency provided in yourresponse to Q4.2a.Note: you cannot enter a nil amount here. If the securitiesare being issued for nil cash consideration, answer Q4.2 as"No" and complete Q4.2c and Q4.2d.	$0.08 per fully paid ordinary share
4.2c	Please describe the consideration beingprovided for the +securities to be quotedAnswer this question if your response to Q4.2 is "No".	Not Applicable
4.2d	Please provide an estimate (in AUD) of thevalue of the consideration being provided per+security for the +securities to be quotedAnswer this question if your response to Q4.2 is "No".	Not Applicable
4.3	Any other information the entity wishes toprovide about the issue	Not Applicable

Part 5 – Issued capital following quotation

Following the quotation of the +securities the subject of this application, the issued capital of the entity will comprise:

Note: the figures provided in the tables in sections 5.1 and 5.2 below are used to calculate the total market capitalisation of the entity published by ASX from time to time. Please make sure you include in the relevant table each class of securities issued by the entity. If you have quoted CHESS Depository Interests (CDIs) issued over your securities, include them in the table in section 5.1 and include in the table in section 5.2 any securities that do not have CDIs issued over them (and therefore are not quoted on ASX).

Restricted securities should only be included in the table in section 5.1 if you are applying to have them quoted because the escrow period for the securities has expired or is about to expire. Otherwise include them in the table in section 5.2.

5.1	*Quoted +securities (total number of each +class of +securities quoted on ASX following the+quotation of the +securities the subject of this application)
	ASX security code and description	Total number of +securities on issue
	SGQ – Fully Paid Ordinary Shares	457,889,079
	SGQOB – Listed Options	24,576,114
5.2	*Unquoted +securities (total number of each +class of +securities issued but not quoted on ASX):
	ASX security code and description	Total number of +securities on issue
	Unlisted Options ex 31 July 2022 at $0.15	2,500,000
	Class A Performance Rights	38
	Class B Performance Rights	38
	Class C Performance Rights	96

Part 6 – Other Listing Rule requirements

The questions in this Part should only be answered if you are an ASX Listing (ASX Foreign Exempt Listings and ASX Debt Listings do not need to complete this Part) and:

• your response to Q2.1 is "Being issued under a dividend/distribution plan" and the response to Q2.2b.2 is "No"; or

• your response to Q2.1 is "Other".

Note that if your response to Q2.1 is "Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B", it is assumed that you will have provided the information referred to in this Part in the Appendix 3B.

QuestionNo.	Question	Answer
6.1	*Has the entity obtained, or is it obtaining,+security holder approval for the issue underlisting rule 7.1?	Yes, the Company previously obtainedshareholder approval
6.1a	*Date of meeting or proposed meeting toapprove the issue under listing rule 7.1Answer this question if the response to Q6.1 is "Yes".	21 November 2019
6.1b	*Are any of the +securities being issued without+security holder approval using the entity's 15%placement capacity under listing rule 7.1?	Yes

	Answer this question if the response to Q6.1 is "No".
6.1b.1	*How many +securities are being issuedwithout +security holder approval using theentity's 15% placement capacity under listingrule 7.1?	8,446,689
	Answer this question if the response to Q6.1 is "No" and theresponse to Q6.1b is "Yes".
	Please complete and separately send by email to your ASXlistings adviser a work sheet in the form of Annexure B toGuidance Note 21 confirming the entity has the availablecapacity under listing rule 7.1 to issue that number ofsecurities.
6.1c	*Are any of the +securities being issued without+security holder approval using the entity'sadditional 10% placement capacity under listingrule 7.1A (if applicable)?Answer this question if the response to Q6.1 is "No".	Yes

6.1c.1	*How many +securities are being issuedwithout +security holder approval using theentity's additional 10% placement capacityunder listing rule 7.1A?	36,831,126
	Answer this question if the response to Q6.1 is "No" and theresponse to Q6.1c is "Yes".
	Please complete and separately send by email to your ASXlistings adviser a work sheet in the form of Annexure C toGuidance Note 21 confirming the entity has the availablecapacity under listing rule 7.1A to issue that number ofsecurities.

Introduced 01/12/19, amended 31/01/20

ASX / MEDIA RELEASE

15 May 2020

ASX Limited Level 40, Central Park 152‐158 St George's Terrace PERTH WA 6000

ST GEORGE MINING LIMITED SHARE PLACEMENT – NOTICE UNDER SECTION 708A(5)(e) OF THE CORPORATIONS ACT

On 15 May 2020, St George Mining Limited (Company) announced the issue of 45,277,815 fully paid ordinary shares in the capital of the Company (Shares) via a placement to Sophisticated and Professional Investors (as defined in the Corporations Act 2001 (Cth) (the Act).

The Company gives notice pursuant to section 708A(5)(e) of the Act that:

• (a) the Company issued the Shares without disclosure to investors under Part 6D.2 of the Act;
• (b) as at 15 May 2020, the Company has complied with the provisions of Chapter 2M of the Act as they apply to the Company;
• (c) as at 15 May 2020, the Company has complied with section 674 of the Act; and
• (d) as at 15 May 2020, there is no information to be disclosed which is excluded information (as defined in section 708A(7) of the Act) that is reasonable for investors and their professional advisers to expect to find in a disclosure document.

For St George Mining Limited Sarah Shipway Non‐Executive Director/Company Secretary