RTG Mining : Update - Proposed issue of securities - RTG

Proposed issue of securities

Update Summary

For personal use only

Entity name

RTG MINING INC.

Announcement Type

Update to previous announcement

Date of this announcement

21/12/2021

Reason for update to a previous announcement

Updates to section 7D of the form.

Refer to next page for full details of the announcement

Proposed issue of securities

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Proposed issue of securities

Part 1 - Entity and announcement details

For personal use only

1.1 Name of +Entity

RTG MINING INC.

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
ARBN	164362850
1.3	ASX issuer code
RTG

1.4 The announcement is

Update/amendment to previous announcement

1.4a Reason for update to a previous announcement

Updates to section 7D of the form.

1.4b Date of previous announcement to this update

20/12/2021

1.5 Date of this announcement

21/12/2021

1.6 The Proposed issue is:

A placement or other type of issue

Proposed issue of securities

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Proposed issue of securities

Part 7 - Details of proposed placement or other issue

only
	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
use	7A.1a Conditions
Approval/Condition	Date for determination	Is the date estimated or	** Approval
		+Security holder approval	10/2/2022		actual?	received/condition met?
			Estimated
		Comments
		Directors of the Company intend to subscribe for up to 2,166,666 Securities under the Private Placement, subject to
personal	receiving shareholder approval pursuant to ASX Listing Rule 10.11.
	Part 7B - Issue details
		Is the proposed security a 'New	Will the proposed issue of this
		class' (+securities in a class that is	+security include an offer of
		not yet quoted or recorded by ASX)	attaching +securities?
		or an 'Existing class' (additional	No
		securities in a class that is already
		quoted or recorded by ASX)?
		Existing class
	Details of +securities proposed to be issued
For	ASX +security code and description
RTG : CHESS DEPOSITARY INTERESTS 1:1
		Number of +securities proposed to be issued
		156,277,779
		Offer price details
		Are the +securities proposed to be issued being issued for a cash
		consideration?
		Yes
		In what currency is the cash		What is the issue price per
	Proposed issue of securities			3 / 7

Proposed issue of securities

		consideration being paid?	+security?
		AUD - Australian Dollar	AUD 0.09000
only	Will these +securities rank equally in all respects from their issue date with
the existing issued +securities in that class?
Yes
		Is the proposed security a 'New	Will the proposed issue of this
use	class' (+securities in a class that is	+security include an offer of
not yet quoted or recorded by ASX)	attaching +securities?
or an 'Existing class' (additional	No
		securities in a class that is already
		quoted or recorded by ASX)?
		Existing class
	Details of +securities proposed to be issued
personal	ASX +security code and description
RTG : CHESS DEPOSITARY INTERESTS 1:1
		Number of +securities proposed to be issued
		2,166,666
		Offer price details
		Are the +securities proposed to be issued being issued for a cash
		consideration?
		Yes
		In what currency is the cash	What is the issue price per
		consideration being paid?	+security?
		AUD - Australian Dollar	AUD 0.09000
For	Will these +securities rank equally in all respects from their issue date with
the existing issued +securities in that class?
		Yes
		Is the proposed security a 'New	Will the proposed issue of this
		class' (+securities in a class that is	+security include an offer of
		not yet quoted or recorded by ASX)	attaching +securities?
		or an 'Existing class' (additional	No
		securities in a class that is already
		quoted or recorded by ASX)?
	Proposed issue of securities	4 / 7

Proposed issue of securities

	New class
Details of +securities proposed to be issued
only	ISIN Code (if Issuer is a foreign company and +securities are non CDIs)
Have you received confirmation from		Will the entity be seeking quotation
	ASX that the terms of the proposed		of the 'new' class of +securities on
	+securities are appropriate and		ASX?
	equitable under listing rule 6.1?		Yes
	No
	ASX +security code		+Security description
use	New class-code to be confirmed		OPTION EXPIRING 24-DEC-2026 EX 9.0C
+Security type
	Options
	Number of +securities proposed to be issued
	5,827,959
personal	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 US Placement Agent will be issued 5,827,959 unlisted advisor options equivalent to 5% of the gross proceeds of the
	Private Placement to US clients, exercisable at A$0.09 with a five year expiry from date of issue.
	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?
For	Yes
Options details
	+Security currency		Exercise price	Expiry date
	AUD - Australian Dollar		AUD 0.0900	24/12/2026

Details of the type of +security that will be issued if the option is exercised

RTG : CHESS DEPOSITARY INTERESTS 1:1

Proposed issue of securities

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