Terramin Australia : Non-Renounceable Rights Issue

ASX ANNOUNCEMENT

30 October 2019

Non-Renounceable Rights Issue to Raise up to $21.8m

HIGHLIGHTS

• Terramin to undertake a 1 for 3 non-renounceable rights issue at 3.5 cents per share to raise up to approximately A$21.8m (before costs) (Offer)
• The issue price presents an opportunity for existing shareholders to purchase shares at a 30% discount to the 5-day volume weighted share price of Terramin shares ending on 16 October 2019, the last day on which shares were traded before the Offer was announced.
• Asipac Group Ltd (Asipac) has indicated that it intends to take up its full entitlement ($7.2m) providing certainty in relation to approximately one third of the Offer. The Offer is not underwritten.
• Proceeds will be used to fund partial principal repayment of the Terramin's short term debt facilities with Asipac, for general working capital requirements, including holding costs of WMZ in Algeria and for the final approval phase of the Bird in Hand Project and further exploration and development of Terramin tenements.

Terramin Australia Limited (ASX:TZN) (Terramin) is pleased to announce a pro rata non-renounceable Entitlement Offer of approximately 623,200,457 (circa 623 million) New Shares at an issue price of $0.035 (3.5 cents) each on the basis of one (1) New Share for every three (3) Ordinary Shares held to raise approximately $21.8 million (before issue costs).

Asipac, owning 33.18% of Terramin, has indicated it will take up its full entitlement worth approximately $7.2m, providing Terramin with certainty regarding approximately one third of the Offer. The Offer is not underwritten.

Shareholders will be given the opportunity to apply for additional securities in in excess of their entitlement if the Offer is undersubscribed and a shortfall facility established.

Terramin CEO Richard Taylor said of the Offer:

"The Rights Issue comes at a good time for Terramin shareholders to be able to support the development of Terramin's high grade underground gold mine at Bird-in-Hand. The Mining Lease Application (MLA) for the project was lodged in June 2019, marking a major milestone in the approvals process. The gold price has consistently broken records in AUD terms, reaching highs of A$2300 per ounce. The opportunity exists for shareholders to support this company-making project as it approaches construction."

Net proceeds of the rights issue will be used as follows:

• Principal repayment of the Company's short term debt facilities with Asipac
• General working capital requirements, including holding costs of WMZ in Algeria
• Final approval phase of the Company's Bird in Hand Project and further exploration and development of Terramin tenements.

Directors have indicated that they intend to participate in the Offer

Terramin Australia Ltd ACN 062 576 238

Unit 7 202-208 Glen Osmond Road Fullarton SA 5064 T [phone] F [phone] [e-mail] terramin.com.au

ASX ANNOUNCEMENT

The indicative timetable for the Offer is as follows:

Event	Date
ASX announcement of Entitlement Offer and lodgement of Appendix 3B, Cleansing	Wednesday, 30 October 2019
Notice and Offer Booklet with ASX
Despatch of notices to shareholders informing them of the Offer	Thursday, 31 October 2019
Securities quoted on an ex-basis	Friday, 1 November2019
Record Date to determine entitlements to New Shares	Monday, 4 November 2019
Despatch of Offer Booklet and Entitlement and Acceptance Forms	Thursday, 7 November 2019
Offer Opens	Thursday, 7 November 2019
Offer Closes	Monday, 2 December 2019
New Shares quoted on a deferred settlement basis	Tuesday, 3 December 2019
Company notifies shortfall to ASX	Thursday, 5 December 2019
Issue date for New Shares	Monday, 9 December 2019
Deferred settlement trading ends
Normal (T+2) trading starts	Tuesday, 10 December 2019

NOTE

These dates are indicative only. The Company reserves the right to vary the above dates subject to the Corporations Act, ASX Listing Rules and other applicable laws.

The Entitlement Offer Booklet and a personalised acceptance form will be sent to shareholders in accordance with the above timeline. It should be read in its entirety. Please read the instructions carefully if you wish to subscribe for the New Shares. If you are in doubt as to the course you should follow, you should consult your financial or other professional adviser.

For more information on Terramin's Bird-in-Hand Project, Tala Hamza and project pipeline, please visit www.terramin.com.au

For further information, please contact:

Investor Relations	Media Enquiries
Richard Taylor	Mike O'Reilly
Chief Executive Officer	Media and Government Consulting
Terramin Australia Limited	O'Reilly Consulting
[phone]	[phone]
[e-mail]

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