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WHITEHAWK LIMITED Capital/Financing Update 2023

Jul 24, 2023

66062_rns_2023-07-24_28348766-9d5f-45d3-92ae-04c658b0c310.pdf

Capital/Financing Update

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25 July 2023

Company Announcements Platform Australian Securities Exchange 20 Bridge Street SYDNEY NSW 2000

Dear Sir/Madam

NOTICE UNDER SECTION 708AA(2)(f) OF THE CORPORATIONS ACT

This notice is given by Whitehawk Limited ( Company ) under section 708AA(2)(f) of the Corporations Act 2001 (Cth) ( Corporations Act ) as notionally modified by ASIC Corporations (Non-Traditional Rights Issues) Instrument 2016/84 ( CI 2016/84 ). References in this notice of the Corporations Act are references to the Corporations Act as modified or amended by CI 2016/84.

The Company announced its intention to undertake an equity raising of up to approximately A$1,368,323 via a non-renounceable entitlement offer. The raising comprises a nonrenounceable pro-rata entitlement offer of fully paid ordinary shares (Shares), on the basis of one (1) new Share for every six (6) Shares held as at 7:00pm (AEST) on Friday, 28 July 2023 to shareholders with a registered address in Australia and New Zealand ( Eligible Shareholders ) ( Entitlement Offer ).

Based on the current capital structure (and assuming no options to acquire Shares ( Options ) are exercised prior to the Record Date), a total of an additional 42,760,097 Shares will be issued if the Entitlement Offer is fully subscribed and the amount raised will be approximately A$1,368,323.

As at the date of this announcement the Company currently has 27,500,000 Options on issue. In order to participate in the Entitlement Offer these Options must be exercised prior to the Record Date.

Any shortfall under the Entitlement Offer will be dealt with by the Company at its discretion.

The Board presently intends to allocate Shortfall Shares as follows:

  • a) up to an additional 100% of an Eligible Shareholder’s full entitlement, to Eligible Shareholders who apply for an excess of their full entitlement, so long as the issue of Shortfall Shares to that Eligible Shareholder would not take their voting power to in excess of 19.99%;

  • b) to other parties identified by the Company, which may include parties who are not currently Shareholders.

WhiteHawk Limited ABN: 97 620 459 823 Level 28 140 St Georges Tce Perth WA 6000 Tel : +61 8 6311 4636, Fax : +61 8 6311 4661 www.whitehawk.com

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The Company hereby confirms that in respect of the Entitlement Offer (as per the requirements of paragraph 708AA(2)(f) of the Corporations Act):

  • a) the Company will offer the Shares for issue without disclosure to investors under Part 6D.2 of the Corporations Act;

  • b) the Company is providing this notice under paragraph 2(f) of section 708AA of the Corporations Act;

  • c) as at the date of this notice the Company has complied with:

  • i. the provisions of Chapter 2M of the Corporations Act as they apply to the Company;

  • ii. section 674 and section 674A of the Corporations Act;

  • d) as at the date of this notice, there is no excluded information of the type referred to in sections 708AA(8) and 708AA(9) of the Corporations Act; and

  • e) the potential effect that the issue of the new Shares pursuant to the Entitlement Offer will have on the control of the Company, and the consequences of that effect, will depend on a number of factors, including investor demand. If all Eligible Shareholders take up their entitlements under the Entitlement Offer, the issue of Shares under the Entitlement Offer will have no effect on the control of the Company and all shareholders will hold the same percentage interest in the Company, subject only to changes resulting from ineligible shareholders being unable to participate in the Entitlement Offer. In the more likely event that there is a shortfall, Eligible Shareholders who do not subscribe for their full entitlement of Shares under the Entitlement Offer and ineligible Shareholders unable to participate in the Entitlement Offer will be diluted relative to those Shareholders who subscribe for some or all of their entitlement.

Yours sincerely

Kevin Kye Company Secretary WhiteHawk Limited

WhiteHawk Limited ABN: 97 620 459 823 Level 28 140 St Georges Tce Perth WA 6000 Tel : +61 8 6311 4636, Fax : +61 8 6311 4661 www.whitehawk.com