New Century Resources : Cleansing Notice

28 October 2020

CLEANSING NOTICE

NON-RENOUNCEABLE ENTITLEMENT OFFER

New Century Resources Limited (ACN 142 165 080) (Company) has today announced that it is undertaking a A$34.7 million capital raising, which includes a 1 for 12 pro-rata non- renounceable entitlement offer to raise up to approximately A$14.0 million (before costs) (Entitlement Offer). In addition to the Entitlement Offer, the Company will separately conduct a placement to raise approximately A$20.7 million (before costs) (Placement) (together with the Entitlement Offer, the Capital Raising).

Under the Entitlement Offer, eligible shareholders will be invited to subscribe for 1 fully paid ordinary share (New Share) for every 12 existing shares in the Company held as at 7pm (AEST) on Tuesday, 3 November 2020 at an issue price of $0.155 per New Share (Entitlement).

The Company will offer the New Shares for issue without disclosure to investors under section 708AA(2)(f) of the Corporations Act 2001 (Cth) (Corporations Act) as notionally modified by ASIC Corporations (Non-Traditional Rights Issues) Instrument 2016/84 (Instrument 2016/84).

Further details of the Entitlement Offer are set out in the announcement that has been lodged with ASX today. The Company expects to release and dispatch to eligible shareholders the Offer Booklet on 6 November 2020.

Notice under section 708AA(2)(f) of the Corporations Act

In respect of the Entitlement Offer, the Company advises:

1. the New Shares will be offered without disclosure to investors under Part 6D.2 of the Corporations Act;
2. this notice is given under section 708AA(2)(f) of the Corporations Act, as modified by the Instrument 2016/84;
3. as at the date of this notice, the Company has complied with:
4. 1. the provisions of Chapter 2M of the Corporations Act as they apply to the Company; and
   2. section 674 of the Corporations Act;
5. as at the date of this notice, there is no excluded information of the type referred to in sections 708AA(8) or 708AA(9) of the Corporations Act, which is required to be set out under section 708AA(7) of the Corporations Act;

Melbourne Office
Level 4, 360 Collins Street, Melbourne VIC 3000
Phone	[phone]
Email	[e-mail]
Website	www.newcenturyresources.com	1 / 2

5. the potential effect that the issue of the New Shares will have on the control of the Company, and the consequences of that effect, will depend on a number of factors, including investor demand and existing shareholders. Nevertheless, given:

1. the size and pricing of the Entitlement Offer (the number of New Shares to be issued pursuant to the Entitlement Offer is approximately 92,684,607 New Shares, and the total number of shares on issue on completion of the Capital Raising will be approximately 1,204,899,884 shares);
2. that the Entitlement Offer is structured as a pro-rata issue; and
3. the current level of holdings of substantial holders in the Company (based on substantial shareholder notices provided to the Company and lodged with ASX prior to the date of this notice),

the issue of New Shares under the Entitlement Offer is not expected to have any material effect or consequence on the control of the Company.

This announcement was approved for release by the Board.

For further information, please contact:
New Century Resources	Media enquiries
Patrick Walta	Shane Goodwin
Managing Director	Head of Corporate Affairs
P: [phone]	P: [phone]
E: [e-mail]	E:[e-mail]

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