SUPERIOR RESOURCES LIMITED — Capital/Financing Update 2020

May 19, 2020

Announcement Summary

Entity name SUPERIOR RESOURCES LIMITED

Announcement Type

New announcement

Date of this announcement

Wednesday May 20, 2020

The Proposed issue is:

A placement or other type of issue A standard pro rata issue (including non-renounceable or renounceable)

Total number of +securities proposed to be issued for a standard pro rata issue (including non-renounceable or renounceable)

ASX +Security Code	+Security Description	Maximum Number of+securities to be issued
n/a	options exercise price $0.006 expiry 31 December 2021	248,472,913
SPQ	ORDINARY FULLY PAID	248,472,913

Ex date Monday May 25, 2020

+Record date Tuesday May 26, 2020

Offer closing date Thursday June 18, 2020

Issue date Thursday June 25, 2020

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
SPQ	ORDINARY FULLY PAID	144,900,000

Proposed +issue date

Friday June 26, 2020

Refer to next page for full details of the announcement

Part 1 - Entity and announcement details

1.1 Name of +Entity

SUPERIOR 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.

1.2 Registered Number Type

ABN

Registration Number

72112844407

1.3 ASX issuer code

SPQ

1.4 The announcement is

New announcement

1.5 Date of this announcement

Wednesday May 20, 2020

1.6 The Proposed issue is:

A standard +pro rata issue (non-renounceable or renounceable)

A placement or other type of issue

1.6a The proposed standard +pro rata issue is:

• Non-renounceable

Part 3 - Details of proposed entitlement offer issue

Part 3A - Conditions

3A.1 - Are any of the following approvals required for the entitlement offer to be unconditional?

• +Security holder approval
• Court approval
• Lodgement of court order with +ASIC
• ACCC approval
• FIRB approval
• Another approval/condition external to the entity

No

Part 3B - Offer details

Class or classes of +securities that will participate in the proposed issue and class or classes of +securities proposed to be issued

ASX +Security Code and Description

SPQ : ORDINARY FULLY PAID

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? Yes No

If the entity has quoted company options, do the terms entitle option holders to participate on exercise?

Details of +securities proposed to be issued

ASX +Security Code and Description

SPQ : ORDINARY FULLY PAID

ISIN Code (if Issuer is a foreign company and +securities are non CDIs)

Offer ratio (ratio to existing holdings at which the proposed +securities will be issued)

The quantity of additional +securities	For a given quantity of +securities
to be issued	held
1	3

Proposed issue of securities
What will be done with fractionalentitlements?	Maximum Number of +securitiesproposed to be issued
Fractions rounded down to the nearestwhole number or fractions disregarded	248,472,913
Purpose of the issue
capital raising
Offer price details for retail security holders
Issue Currency	Offer Price per +security	Estimated or Actual?
AUD - Australian Dollar	AUD 0.00300	Actual
Oversubscription & Scale back details
Are +security holders allowed to oversubscribe?Yes
Provide the oversubscription details
Limited to 248,472,913
May a scale back be applied to this event?Yes
Provide the scale back details
at the directors discretion

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 of the proposed +securities are appropriate and equitable under listing rule 6.1? Yes No

Will the entity be seeking quotation of the 'new' class of +securities on ASX?

+Security Description
options exercise price $0.006 expiry 31 December 2021
Offer ratio (ratio of attaching securities at which the new +securities will be issued)
For a given quantity of the new +securities issued
3
Maximum Number of +securities proposed to be issued
248,472,913
Offer Price per +security
AUD 0.00600

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

AUD 0.0060

Expiry date

Friday December 31, 2021

Details of the existing class of +security that will be issued upon exercise or conversion of this new class of company option

Other

Description

options exercise price $0.006 expiry 31 december 2021

Please provide any further information relating to the principal terms of the +securities

Part 3C - Timetable

3C.1 +Record date

Tuesday May 26, 2020

3C.2 Ex date Monday May 25, 2020

3C.4 Record date

Tuesday May 26, 2020

3C.5 Date on which offer documents will be sent to +security holders entitled to participate in the +pro rata issue

Friday May 29, 2020

3C.6 Offer closing date

Thursday June 18, 2020

3C.7 Last day to extend the offer closing date

Monday June 15, 2020

3C.9 Trading in new +securities commences on a deferred settlement basis

Friday June 19, 2020

3C.10 Last day for entity to announce the results of the offer to ASX, including the number and percentage of +securities taken up by existing +security holders and any shortfall taken up by underwriters or other investors

Tuesday June 23, 2020

3C.11 Issue date

Thursday June 25, 2020

3C.12 Date trading starts on a normal T+2 basis

Friday June 26, 2020

3C.13 First settlement date of trades conducted on a +deferred settlement basis and on a normal T+2 basis

Tuesday June 30, 2020

Part 3E - Fees and expenses

3E.1 Will there be a lead manager or broker to the proposed offer? Yes

3E.1a Who is the lead manager/broker?

Argonaut Limited

3E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker?

6% 15,000,000 options

3E.2 Is the proposed offer to be underwritten? No

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

3E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed offer

Part 3F - Further Information

3F.1 The purposes for which the entity intends to use the cash raised by the proposed issue

Fund exploration

3F.2 Will holdings on different registers or subregisters be aggregated for the purposes of determining entitlements to the issue? No

3F.3 Will the entity be changing its dividend/distribution policy if the proposed issue is successful? No

3F.4 Countries in which the entity has security holders who will not be eligible to participate in the proposed issue

3F.5 Will the offer be made to eligible beneficiaries on whose behalf eligible nominees or custodians hold existing +securities No

3F.6 URL on the entity's website where investors can download information about the proposed issue

www.superiorresources.com.au

3F.7 Any other information the entity wishes to provide about the proposed issue

Part 7 - Details of proposed placement or other issue

Part 7A - Conditions

7A.1 - Are any of the following approvals required for the placement or other type of issue?

• +Security holder approval
• Court approval
• Lodgement of court order with +ASIC
• ACCC approval
• FIRB approval
• Another approval/condition external to the entity

Yes

7A.1a Conditions

Approval/Condition	Date for determination	Is the date estimated or	** Approval
+Security holder approval	Friday June 26, 2020	actual?Estimated	received/condition met?

Comments

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)? Yes Existing class

Will the proposed issue of this +security include an offer of attaching +securities?

Details of +securities proposed to be issued

ASX +Security Code and Description

SPQ : ORDINARY FULLY PAID

Maximum Number of +securities proposed to be issued

144,900,000

Purpose of the issue

fund exploration

Offer price details for retail security holders

In what currency is the cash	What is the issue price per
consideration being paid?	+security?
AUD - Australian Dollar	AUD 0.00300

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

Oversubscription & Scale back details

May a scale back be applied to this event? No

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)?

Part 7C - Timetable

7C.1 Proposed +issue date Friday June 26, 2020

Part 7D - Listing Rule requirements

7D.1 Has the entity obtained, or is it obtaining, +security holder approval for the issue under listing rule 7.1? Yes

7D.1a Date of meeting or proposed meeting to approve the issue under listing rule 7.1

Friday June 26, 2020

7D.2 Is a party referred to in listing rule 10.11.1 participating in the proposed issue? No

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?

Argonaut Limited

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

6.00% 15,000,000 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.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