Altura Mining : Pre-Reinstatement Disclosure

ASX Announcement

For personal use only

8 December 2021

Pre-reinstatement disclosure

This announcement has been authorised for release by the Board of Altura Mining Limited.

Statement of Confirmations

1. The Company confirms the completion of the Capital Raising and closure of the Prospectus. Although there was no minimum subscription under the Prospectus the Company raised the full amount of $2,000,476, less cost of the issue.
   The Company received total subscriptions for $3,193,489.60. As a result, the Shortfall Offer was scaled back with most applicants for oversubscriptions being allocated approximately one third of the shortfall applied for. Applications that would have resulted in a total holding of less than a marketable parcel ($500) post offer were rejected.
2. Altura's capital structure following the 2021 AGM on a post-issue basis is included at Annexure 1.
3. Altura's Proforma Balance Sheet based on actual funds raised is attached as Annexure 2.
4. AJM's updated statement of commitments based on actual funds raised is attached as Annexure 3.
5. A consolidated activities report setting out the proposed business strategy for AJM (including an update on the status of AJM's assets and the current activities with respect thereto) is set out in section 4 of the prospectus issued by AJM (and released to ASX) on 11 November 2021.
   In summary, Altura's business strategy is based on the following key fundamentals:
6. 1. Hardrock and brine lithium exposure;
   2. Tier 1 locations for exploration, development and operations;
   3. Alignment with US and EU regulations and initiatives; and
   4. Leveraging technology to advance projects in a sustainable and environmentally conscious manner.

Altura's two projects (the Mallina Lithium Project in Western Australia's Pilbara and the Fish Lake Valley Lithium Project in west-central Nevada, USA) meet the above strategic requirements. The Mallina Lithium Project has had the benefit of five years historical exploration, drilling, soil sampling and mapping work to inform and shape the next phase of exploration, which Altura will complete in the first half of 2022. The Fish Lake Valley Lithium Project is relatively underexplored and Altura's immediate efforts will be in developing a more detailed understanding of both the mineral resource and hydrogeological properties of the Project. Altura will also advance research and development efforts in direct lithium extraction technologies suitable for the Fish Lake Valley Lithium Project's brine.

Please see section 4 of the Prospectus for further information.

ACN 093 391 774
Suite 5, 680 Murray Street • West Perth WA 6005	1
www.alturamining.com

For personal use only

Altura Mining Limited ASX Announcement 8 December 2021

1. The Company confirms that as advised in the announcement dated 14 September 2021, Altura and Lithium Corporation formally executed an Earn-Agreement on 12 October 2021. The key terms of the agreement are included at Annexure 4.
2. The Company confirms that all of its subsidiary companies and assets, including the tenements the subject of the earn in agreements with Sayona Mining Limited and Lithium Corporation, are in good standing. Further information can be found in the two independent solicitors reports in the Company's Prospectus dated 11 November 2021.
3. Please see Annexure 5 for the full terms and conditions of all options on issue.
4. Please see Annexure 6 for full terms and conditions of the employee incentive schemes.
5. The Company advise that its objectives for the Capital Raising and the Entitlements Issue are to raise approximately $8.5 million (before costs) to fund:
6. 1. the Company's expenditure commitments in relation to exploration and development expenses on the Projects;
   2. general working capital requirements;
   3. corporate overhead and administration costs;
   4. payment of outstanding creditors;
   5. the costs of the Offer; and
   6. meet the requirements of the ASX regarding the reinstatement to trading of the Securities of the Company.

The Board confirms that, the Company will have sufficient working capital to carry out its activities. Please see the Proforma Balance Sheet in Annexure 2 for further information.

1. The Company released an Annexure 4G on 30 September 2021 confirming the extent to which it follows the recommendations set by the ASX Corporate Governance Council. Further, the Company announced on 11 November 2021, updated policies regarding Management of Whistle-blowers and Corporate Communications and Investor Relations. The Board confirms that the positions disclosed above will remain applicable going forward.
2. The Company does not have any securities subject to ASX restrictions or voluntary escrow.
3. A copy of AJM's securities trading policy is set out in Annexure 7.
4. The Company confirms that, as at the date of this disclosure, it is not a party to any litigation.
5. The Company confirms that there are no legal, regulatory, or contractual impediments to Altura undertaking the activities the subject of the commitments disclosed in the Prospectus.

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For personal use only

Altura Mining Limited ASX Announcement 8 December 2021

1. The Company confirms that:
2. 1. the PLS DOCA and the AJM DOCA have both been fully effectuated and the Company is not subject to any other forms of external administration, receivership, or liquidation; and
   2. the creditors' trust in relation to the AJM DOCA has been established. By letter dated 3
      December 2021, the Company has been informed that the creditors' trust established under the AJM DOCA has now been terminated in accordance with its terms.
3. The Company confirms that no event of default has occurred under the loan facility with the proponent of the AJM DOCA, ACN 647 358 987 Pty Ltd.
4. The Company confirms that it is in compliance with the Listing Rules and in particular Listing Rule 3.1.
5. The Company confirms that Mr John Lewis, the Company Secretary of Altura, is responsible for communicating with ASX in relation to listing rule matters.

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Altura Mining Limited ASX Announcement 8 December 2021

Annexure 1 - Company's Capital Structure

The Company's capital structure post completion of the Capital Raising and the issue of the shares approved by shareholders at the 2021 AGM is as follows:

1. SHARES

			Number of Shares
		Shares
		Shares currently on issue	3,400,808,604
		T2 Placement - (including oversubscription)	905,133,301
		Consideration Shares	28,176,951
		Security Shares	400,000,000
		Shares to be issued under the Entitlement Offer	400,095,130
		Total Shares post-Offer	5,134,213,986
2.	Options
			Number of
			Convertible
			Securities
		Options
		ASX Quoted Options (ASX:AJMOB)	148,797,979
		Unlisted Options	74,400,000
		Unlisted Options to be issued to Corporate Adviser1	150,000,000
		Warrants
		Unlisted warrants	19,812,140
		Total Convertible Securities	393,010,119

1 Note these Options to Corporate Advisers will be issued after the Company is requoted by the ASX.

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For personal use only

Altura Mining Limited ASX Announcement 8 December 2021

Annexure 2 - Proforma Balance Sheet

	Pro forma consolidated statement of financial position
			Altura Mining as at				Pro-Forma-as at 30
			30 June 2021				June 2021
			$'000				$'000
	Current Assets
	Cash and cash equivalents		372				7,167
	Trade and other receivables		1,066				565
	Available for sale Financial Assets (Lithium Corporation)		5,692				5,267
	Total current assets		7,130			12,999
	Non-current Assets
	Plant and equipment		29			29
	Exploration and evaluation		80			521
	Total Non-current assets		109			550
	Total Assets		7,239			13,549
	Liabilities
	Current Liabilities
	Trade and other payables		2,473			1,417
	Borrowings		3,539			-
	Short term provisions		490				490
	Total Current liabilities		6,501				1,907
	Noncurrent Liabilities
	Borrowings						3,196
	Total Non current Liabilities						3,196
	Total Liabilities						5,103
	Net Assets/(Liabilities)		737				8,446
	Equity
	Issued capital		290,860				301,325
	Reserves		6,175				6,175
	Accumulated losses		(296,544)			(299,300)
	Capital and reserves attributable to owners of Altura		491			8,200

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