Kin Mining NL : Reissued Offer Document

ASX Announcement

28 October 2019

ASX: KIN

Kin Mining NL

342 Scarborough Beach Road

Osborne Park WA 6017

1. [phone] E [e-mail]

kinmining.com.au

NON RENOUCEABLE RIGHTS ISSUE

REISSSUED OFFER DOCUMENT

Highlights:

• Company updates disclosures regarding the level of potential "control" for parties following the completion of the Rights Issue
• Structure and timing of the Rights Issue remains unchanged
• Underwritten pro-rata1-for-8non-renounceable Rights Issue priced at $0.035 per share to raise gross proceeds of $2.2M
• Commitments received from Kin's three largest shareholders (which together hold 42%) to subscribe for their full entitlements
• Major shareholder Delphi UA to underwrite the balance of the Rights Issue

Kin Mining NL (ASX: KIN or Company) provides an updated version of the Non Renounceable Rights Issue Offer Document (Offer Document).

The updated Offer Document provides additional information on the allocation policy for shortfall shares in section 3.8, the process to distribute the proceeds of the sale of any nominee Shares to Non-Qualifying Foreign Shareholders in section 3.11 and additional disclosure of the options on issue in section 4.4.

The updated Offer Document also provides additional disclosure of the effects of the rights issue on the level of voting power under various scenarios with regard to the major shareholders (section 4.8), the Underwriter (sections 3.3 and 4.6), and the Company's Directors (section 4.10).

The terms of the Offer have not changed. The Offer remains an underwritten pro-rata1-for-8 non- renounceable Entitlement Offer priced at $0.035 per share to raise gross proceeds of $2.2M and commitments have been received from Kin's largest three largest shareholders (who together hold 42% of the issued share capital) to subscribe for their full entitlements. Major shareholders Delphi UA has agreed to underwrite the balance of the rights issue.

The Company encourages all shareholders to consider the Offer Document and other announcements of the Company carefully. The Offer Document scheduled to be dispatched on Monday 28 October 2019.

Please feel free to call the Company Secretary on [phone] if you have any questions.

Kin Mining NL - Updated Offer Document

-ENDS-

For further information, please contact:
Investor enquiries	Media enquiries
Andrew Munckton	Michael Vaughan
Managing Director, Kin Mining NL	Fivemark Partners
[phone]	[phone]

About Kin Mining NL

Kin Mining NL (ASX: KIN) is a West Australian based gold development and exploration company. Kin's key focus is its 100% owned Leonora Gold Project (LGP) located in the highly prospective North-Eastern Goldfields region of Western Australia. The LGP has an 841koz1 gold Mineral Resource defined in both supergene and deeper primary mineralisation with considerable potential to grow this resource with further drilling.

1 The company confirms that it is not aware of any new information or data that materially affects the information included in the ASX Announcement of 9 July 2019 "Bruno‐Lewis Mineral Resource Update", and that all material assumptions and technical parameters underpinning the estimates in that announcement continue to apply and have not materially changed.

Kin Mining NL - Updated Offer Document

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Non Renounceable Rights Issue Offer Document

Kin Mining NL

ACN 150 597 541

For a pro rata non-renounceable rights issue to Eligible Shareholders on the basis of one New Share for every eight Shares held on the Record Date at an issue price of $0.035 per New Share to raise approximately $2.2 million.

The Offer is partly underwritten by Delphi Unternehmensberatung Aktiengesellschaft.

IF YOU ARE AN ELIGIBLE SHAREHOLDER, THIS IS AN IMPORTANT DOCUMENT THAT REQUIRES YOUR IMMEDIATE

ATTENTION.

THIS OFFER DOCUMENT SHOULD BE READ IN ITS ENTIRETY BEFORE DECIDING WHETHER TO APPLY FOR THE NEW

SHARES. IF YOU HAVE ANY QUESTIONS OR DO NOT UNDERSTAND THE OFFER DOCUMENT YOU SHOULD CONSULT YOUR

PROFESSIONAL ADVISER

This Offer Document is not a prospectus and it does not contain all of the information that an investor may require in order

to make an informed decision regarding the New Shares offered.

The New Shares offered by this Offer Document should be considered speculative.

IMPORTANT NOTICES

1. General
   This Offer Document is for the offer of New Shares to Eligible Shareholders and issued in accordance with section 708AA of the Corporations Act (as modified by ASIC Corporations (Non Traditional Rights Issues) Instrument 2016/84), which enables certain entities to offer shares for issue without disclosure to investors under Part 6D.2 of the Corporations Act.
   This Offer Document was lodged with ASX on 21 October 2019. ASX takes no responsibility for the content of this Offer Document.
   Neither this Offer Document nor the Application Form are required to be lodged with ASIC and a prospectus will not be prepared.
   This Offer Document is not a prospectus and does not contain all of the information that a prospective investor may require in order to make an informed decision regarding the New Shares offered, or all of the information which would otherwise be required under Australian law or any other law.
   Investors should read this Offer Document in conjunction with their own knowledge of the Company, publicly available information, disclosures and announcements about the Company which can be obtained from ASIC and ASX (available from its website www.asx.com.au), and advice from their professional advisers. The contents of any website are not incorporated into, nor constitute part of this Offer Document. In particular, important consideration should be given to the risk factors (see section 6 of this Offer Document) that could affect the performance of the Company before making an investment decision.
   The information in this Offer Document does not constitute a securities recommendation or financial product advice.
   Investors should note that the past Share price performance of the Company provides no guidance to its future Share price performance.
2. Application
   By returning an Application Form or lodging an Application Form with your stockbroker or otherwise arranging for payment for your New Shares through BPAY® in accordance with the instructions on the Application Form, you acknowledge that you have received and read this Offer Document, you have acted in accordance with the terms of the Offer and you agree to all of the terms and conditions as detailed in this Offer Document.
   This Offer Document, the Offer and the contracts formed on acceptance of the Applications are governed by the law applicable in Western Australia. Each Applicant submits to the exclusive jurisdiction of the courts of Western Australia.
3. Offering Restrictions
   This Offer Document does not constitute an offer in any place in which, or to any person to whom it would not be lawful to make such an offer. Refer to section 3.11 for treatment of overseas shareholders.
   The distribution of this Offer Document outside of Australia and New Zealand may be restricted by law. If a person comes into possession of this Offer Document, you should observe all such restrictions. Any failure to comply with such restrictions may contravene applicable securities laws. In particular, this Offer Document or any copy of it must not be taken into or distributed or released in the United States or distributed or released to any person in the United States or to the account of any person acting for the account or benefit of persons in the United States.
4. Future performance and forward looking statements
   Neither the Company nor any other person warrants or guarantees the future performance of the New Shares or any return on any investment made pursuant to the Offer.

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Forward looking statements in this Offer Document are based on the Company's current expectations about future events. These are subject to risks, uncertainties and assumptions that are often outside the control of the Company and its Directors and could cause actual results, performance or achievements to differ materially from the expectations expressed or implied by such forward looking statements (see Key Risks in section 6 of this Offer Document).

1. Disclaimer
   This Offer Document has been prepared by the Company. No person is authorised to give information or to make any representation in connection with this Offer Document which is not contained in the Offer Document. Any information or representation not so contained may not be relied upon.
   The Underwriter, its related bodies corporate, directors, employees, representatives or agents:
2. 1. have not, authorised, permitted or caused the issue, lodgement, submission, dispatch or provision of this Offer Document;
   2. do not make, or purport to make, any statement in this Offer Document, and there is no statement in this Offer Document which is based on any statement by the Underwriter; and
   3. to the maximum extent permitted by law, expressly disclaim all liability in respect of, make no representations regarding, and take no responsibility for, any part of this Offer Document.
3. Privacy
   As a Shareholder, the Company and its Share Registry currently hold certain personal information. Further information may be provided upon completion of the Application Form. The Company uses such information to assess your application, facilitate distribution payments, for corporate communications and services to you as a Shareholder, and for administrative purposes. Information may also be provided to regulatory bodies, persons inspecting the register, bidders for securities in the context of takeovers, authorised securities brokers, print service providers, mail houses and the Share Registry.
   To access, correct and update your personal information please contact the Company or its Share Registry.
4. Defined terms
   Certain terms and abbreviations in this Offer Document are defined in the glossary of terms in section 8.

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