Announcement PDF Appendix 3B - Proposed issue of securities Announcement Summary Entity name CASTLE MINERALS LIMITED Announcement Type New announcement Date of this announcement 5/11/2024 The Proposed issue is: A placement or other type of issue Total number of +securities proposed to be issued for a placement or other type of issue Maximum Number of +securities to be issued ASX +security code +Security description New class-code to be confirmed OPTIONS EXPIRING 22-12-2026 EX $0.005 256,000,000 New class-code to be confirmed OPTIONS EXPIRING 22-12-2026 EX $0.005 125,000,000 CDT ORDINARY FULLY PAID 512,000,000 Proposed +issue date 13/11/2024 Refer to next page for full details of the announcement Appendix 3B - Proposed issue of securities 1/7 Appendix 3B - Proposed issue of securities Part 1 - Entity and announcement details 1.1 Name of +Entity CASTLE MINERALS 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 ABN 83116095802 1.3 ASX issuer code CDT 1.4 The announcement is New announcement 1.5 Date of this announcement 5/11/2024 1.6 The Proposed issue is: A placement or other type of issue Appendix 3B - Proposed issue of securities 2/7 Appendix 3B - Proposed issue of securities Part 7 - Details of proposed placement or other issue Part 7A - Conditions 7A.1 Do any external approvals need to be obtained or other conditions satisfied before the placement or other type of issue can proceed on an unconditional basis? Yes 7A.1a Conditions Approval/Condition Date for determination +Security holder approval 13/12/2024 Is the date estimated or actual? ** Approval received/condition met? Estimated No Comments Shareholder approval is required for: 1) Stage Two share issue of 200,000,000 shares; 2) 250,000,000 Options; 3) 12,000,000 Director Shares; 4) 6,000,000 Director Options; and 5) 125,000,000 Options to participating brokers. Approval is not required for stage one share issue of 300,000,000 ordinary shares. 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)? Existing class Will the proposed issue of this +security include an offer of attaching +securities? Yes Details of +securities proposed to be issued ASX +security code and description CDT : ORDINARY FULLY PAID Number of +securities proposed to be issued 512,000,000 Offer price details Are the +securities proposed to be issued being issued for a cash consideration? Yes Appendix 3B - Proposed issue of securities 3/7 Appendix 3B - Proposed issue of securities In what currency is the cash consideration being paid? What is the issue price per +security? AUD - Australian Dollar AUD 0.00250 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 do not have +CDIs issued over them) 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? No equitable under listing rule 6.1? No ASX +security code +Security description New class-code to be confirmed OPTIONS EXPIRING 22-12-2026 EX $0.005 +Security type Options Number of +securities proposed to be issued 256,000,000 Offer price details Are the +securities proposed to be issued being issued for a cash consideration? No Please describe the consideration being provided for the +securities No Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities 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 Appendix 3B - Proposed issue of securities 4/7 Appendix 3B - Proposed issue of securities Exercise price Expiry date AUD 0.0050 22/12/2026 Details of the type of +security that will be issued if the option is exercised CDT : ORDINARY FULLY PAID Number of securities that will be issued if the option is exercised 1 fully paid ordinary share will be issued for every 1 option 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. 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)? New class Will the proposed issue of this +security include an offer of attaching +securities? No Details of +securities proposed to be issued ISIN Code (if Issuer is a foreign company and +securities do not have +CDIs issued over them) Have you received confirmation from ASX that the terms of the proposed +securities are appropriate and equitable under listing rule 6.1? No Will the entity be seeking quotation of the 'new' class of +securities on ASX? No ASX +security code +Security description New class-code to be confirmed OPTIONS EXPIRING 22-12-2026 EX $0.005 +Security type Options Number of +securities proposed to be issued 125,000,000 Offer price details Are the +securities proposed to be issued being issued for a cash consideration? No Please describe the consideration being provided for the +securities The issue of options forms part of the fees payable to participating brokers for the placement. Please refer to separate announcement of the same date. Appendix 3B - Proposed issue of securities 5/7 Appendix 3B - Proposed issue of securities Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities Will all the +securities issued in this class rank equally in all respects from their issue date? Yes Options details +Security currency Exercise price Expiry date AUD - Australian Dollar AUD 0.0050 22/12/2026 Details of the type of +security that will be issued if the option is exercised CDT : ORDINARY FULLY PAID Number of securities that will be issued if the option is exercised 1 fully paid ordinary share will be issued for every 1 option 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. Part 7C - Timetable 7C.1 Proposed +issue date 13/11/2024 Part 7D - Listing Rule requirements 7D.1 Has the entity obtained, or is it obtaining, +security holder approval for the entire issue under listing rule 7.1? No 7D.1b Are any of the +securities proposed to be issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1? Yes 7D.1b ( i ) How many +securities are proposed to be issued without security holder approval using the entity's 15% placement capacity under listing rule 7.1? 164,661,813 ordinary shares 7D.1c Are any of the +securities proposed to be issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A (if applicable)? Yes 7D.1c ( i ) How many +securities are proposed to be issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A? 135,338,187 ordinary shares 7D.1c ( ii ) Please explain why the entity has chosen to do a placement rather than a +pro rata issue or an offer under a +security purchase plan in which existing ordinary +security holders would have been eligible to Appendix 3B - Proposed issue of securities 6/7 Appendix 3B - Proposed issue of securities under a +security purchase plan in which existing ordinary +security holders would have been eligible to participate Placement was preferred due to certainty, shorter timeframes and lower costs. 7D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue? Yes 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? No 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 Broker fees, legal fees, share registry fees, ASIC and ASX fees. Participating brokers will be paid a 6% fee on funds raised, together with 125,000,000 options. Part 7F - Further Information 7F.01 The purpose(s) for which the entity is issuing the securities The funds raised will be primarily applied to a continuation of an RC drilling campaign at the Kpali Gold Project and several other high conviction prospects within the broader Wa Gold Project and working capital. 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 Please refer to separate announcement. The Company will comply with secondary sale provisions for shares issued by virtue of a cleansing notice. All options proposed will be issued under a disclosure document 7F.3 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 cleansing notice under section 708A(5), 708AA(2)(f), 1012DA(5) or 1012DAA(2)(f) Appendix 3B - Proposed issue of securities 7/7