ZEUS RESOURCES LIMITED — Capital/Financing Update 2022

Dec 7, 2022

Proposed issue of securities

==> picture [21 x 22] intentionally omitted <==

Announcement Summary

Entity name

ZEUS RESOURCES LIMITED

Announcement Type

New announcement

Date of this announcement

7/12/2022

The Proposed issue is:

==> picture [8 x 8] intentionally omitted <==

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)

		Maximum Number of
ASX +security code	+Security description	+securities to be issued
New class-code to be	Unlisted Options	219,150,000
confirmed
ZEU	ORDINARY FULLY PAID	219,150,000

Ex date

12/12/2022

+Record date

13/12/2022

Offer closing date

11/1/2023

Issue date

18/1/2023

Refer to next page for full details of the announcement

Proposed issue of securities

1 / 8

Proposed issue of securities

Part 1 - Entity and announcement details

==> picture [21 x 22] intentionally omitted <==

1.1 Name of +Entity

ZEUS 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 ACN 139183190

1.3 ASX issuer code

ZEU

1.4 The announcement is

==> picture [8 x 8] intentionally omitted <==

New announcement

1.5 Date of this announcement

7/12/2022

1.6 The Proposed issue is:

==> picture [8 x 8] intentionally omitted <==

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

1.6a The proposed standard +pro rata issue is:

==> picture [8 x 8] intentionally omitted <==

• Non-renounceable

Proposed issue of securities

2 / 8

Proposed issue of securities

==> picture [21 x 22] intentionally omitted <==

Part 3 - Details of proposed entitlement offer issue

Part 3A - Conditions

3A.1 Do any external approvals need to be obtained or other conditions satisfied before the entitlement offer can proceed on an unconditional basis? 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

ZEU : 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 If the entity has quoted company +security include an offer of options, do the terms entitle option attaching +securities? holders to participate on exercise? Yes No

Details of +securities proposed to be issued

ASX +security code and description

ZEU : ORDINARY FULLY PAID

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

ISIN Code for the entitlement or right to participate in a non-renounceable issue (if Issuer is 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 1

Proposed issue of securities

3 / 8

Proposed issue of securities

==> picture [21 x 22] intentionally omitted <==

What will be done with fractional Maximum number of +securities entitlements? proposed to be issued (subject to rounding) Fractions rounded up to the next 219,150,000 whole number

Offer price details for retail security holders

In what currency will the offer be What is the offer price per +security made? for the retail offer? AUD - Australian Dollar AUD 0.01000

Oversubscription & Scale back details

Will individual +security holders be permitted to apply for more than their entitlement (i.e. to over-subscribe)?

==> picture [9 x 8] intentionally omitted <==

No

Will a scale back be applied if the offer is over-subscribed?

==> picture [9 x 8] intentionally omitted <==

Yes

Describe the scale back arrangements

Entitlements not taken up pursuant to the Offer will form the Shortfall Offer. Eligible Shareholders who wish to apply for new Shares under the Shortfall Offer will be given priority allocation over third parties. If the number of Shortfall Securities applied for exceeds the total Shortfall, the Shortfall Securities will be allocated among applying Eligible Shareholders proportionate to their existing holdings.

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

Proposed issue of securities

4 / 8

Proposed issue of securities

==> picture [21 x 22] intentionally omitted <==

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

ISIN Code for the entitlement or right to participate in a non-renounceable issue (if Issuer is 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 Unlisted Options

+Security type

Options

Offer ratio (ratio of attaching securities at which the new +securities will be issued)

The quantity of attaching +securities to be issued For a given quantity of the new +securities issued 1 1 What will be done with fractional entitlements? Maximum number of +securities proposed to be issued (subject to rounding) Fractions rounded up to the next whole number 219,150,000 Offer price details for retail security holders In what currency will the offer be made? What is the offer price per +security for the retail offer? AUD 0.02000

AUD - Australian Dollar

Oversubscription & Scale back details

Will individual +security holders be permitted to apply for more than their entitlement (i.e. to over-subscribe)? No

Will a scale back be applied if the offer is over-subscribed? Yes

Proposed issue of securities

5 / 8

Proposed issue of securities

==> picture [21 x 22] intentionally omitted <==

Describe the scale back arrangements

Entitlements not taken up pursuant to the Offer will form the Shortfall Offer. Eligible Shareholders who wish to apply for new Shares under the Shortfall Offer will be given priority allocation over third parties. If the number of Shortfall Securities applied for exceeds the total Shortfall, the Shortfall Securities will be allocated among applying Eligible Shareholders proportionate to their existing holdings.

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 0.0200 18/1/2025

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

ZEU : ORDINARY FULLY PAID

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

219,150,000 fully paid ordinary shares will be issued if all the Options are exercised.

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.

https://www.investorserve.com.au/

Part 3C - Timetable

3C.1 +Record date

13/12/2022

3C.2 Ex date

12/12/2022

3C.4 Record date

13/12/2022

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

16/12/2022

Proposed issue of securities

6 / 8

Proposed issue of securities

==> picture [21 x 22] intentionally omitted <==

3C.6 Offer closing date 11/1/2023 3C.7 Last day to extend the offer closing date 6/1/2023 3C.9 Trading in new +securities commences on a deferred settlement basis 12/1/2023 3C.11 +Issue date and last day for entity to announce results of +pro rata issue 18/1/2023 3C.12 Date trading starts on a normal T+2 basis 19/1/2023 3C.13 First settlement date of trades conducted on a +deferred settlement basis and on a normal T+2 basis 23/1/2023

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?

Mac Equity Partners (International) Pty Ltd (Mac Equity)

3E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker? The Company will pay Mac Equity a capital raising fee of 6% (plus GST) of the total funds placed under the Shortfall Offer.

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 NA

Proposed issue of securities

7 / 8

Proposed issue of securities

Part 3F - Further Information

==> picture [21 x 22] intentionally omitted <==

3F.1 The purpose(s) for which the entity intends to use the cash raised by the proposed issue

To satisfy ASX-imposed reinstatement conditions and to provide the Company with additional funding for the proposed programs detailed in the Prospectus, considering acquisition opportunities and its working capital requirements.

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

Only shareholders in Australia, New Zealand, Hong Kong, Singapore and Thailand registered on the Record Date will be eligible to participate in the Offer.

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.zeusresources.com

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

3F.8 Will the offer of rights under the rights issue be made under a disclosure document or product disclosure statement under Chapter 6D or Part 7.9 of the Corporations Act (as applicable)? Yes

3F.9 Any on-sale of the +securities proposed to be issued within 12 months of their date of issue will comply with the secondary sale provisions in sections 707(3) and 1012C(6) of the Corporations Act by virtue of: The publication of a +disclosure document or +PDS for the +securities proposed to be issued

Proposed issue of securities

8 / 8