Sihayo Gold : Proposed issue of securities - SIH

Proposed issue of securitiesAnnouncement Summary

Entity name

For personal use only

SIHAYO GOLD LIMITED

Announcement Type New announcement

Date of this announcement 26/4/2022

The Proposed issue is:

A standard pro rata issue (including non-renounceable or renounceable)

Total number of +securities proposed to be issued for a standard pro rata issue (including non-renounceable or renounceable)

Ex date 28/4/2022

+Record date 29/4/2022

Offer closing date 13/5/2022

Issue date 20/5/2022

Refer to next page for full details of the announcementProposed issue of securities

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Proposed issue of securities

Part 1 - Entity and announcement details

1.1 Name of +Entity

SIHAYO GOLD LIMITED

For personal use only

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 ABN

Registration Number 77009241374

1.3 ASX issuer code SIH

1.4 The announcement isNew announcement

1.5 Date of this announcement 26/4/2022

1.6 The Proposed issue is:

A standard +pro rata issue (non-renounceable or renounceable)

1.6a The proposed standard +pro rata issue is:+ Non-renounceable

Proposed issue of securities

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Proposed issue of securities

Part 3 - Details of proposed entitlement offer issue

For personal use only

Part 3A - Conditions

3A.1 Do any external approvals need to be obtained or other conditions satisfied before the entitlement offer can proceed on an unconditional basis?

No

Part 3B - Offer details

Class or classes of +securities that will participate in the proposed issue and class or classes of +securities proposed to be issued

ASX +security code and description SIH : ORDINARY FULLY PAID

Is the proposed security a 'New class' (+securities in a class that is not yet quoted or recorded by ASX) or an 'Existing class' (additional securities in a class that is already quoted or recorded by ASX)?

Will the proposed issue of this +security include an offer of attaching +securities?

If the entity has quoted company options, do the terms entitle option holders to participate on exercise?

No

No

Existing class

Details of +securities proposed to be issued

ASX +security code and description

SIH : ORDINARY FULLY PAID

ISIN Code (if Issuer is a foreign company and +securities are non CDIs)

ISIN Code for the entitlement or right to participate in a non-renounceable issue (if Issuer is foreign company and +securities are non CDIs)

Offer ratio (ratio to existing holdings at which the proposed +securities will be issued)

The quantity of additional +securities For a given quantity of +securities

to be issued 4

held 5

Proposed issue of securities

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Proposed issue of securities

What will be done with fractional entitlements?

Maximum number of +securities proposed to be issued (subject to rounding)

Fractions rounded down to the nearest whole number or fractions disregarded

2,948,369,137

For personal use only

Offer price details for retail security holders

In what currency will the offer be	What is the offer price per +security
made?	for the retail offer?
AUD - Australian Dollar	AUD 0.00400
Oversubscription & Scale back details

Will individual +security holders be permitted to apply for more than their entitlement (i.e. to over-subscribe)?

Yes

Describe the limits on over-subscription

Eligible Shareholders can subscribe for new shares above their Entitlement and apply for Shortfall Shares under the Shortfall Offer. Allocation of the Shortfall Shares will be at the discretion of the Board in conjunction with the Joint Underwriters.

Will a scale back be applied if the offer is over-subscribed?

Yes

Describe the scale back arrangements

If the Offer is oversubscribed (by take up of Entitlements and applications for Shortfall Shares by Eligible Shareholders), scale back will be applied to applications under the Shortfall Offer on a pro-rata basis to the respective shareholdings of Eligible Shareholders.

Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class?

Yes

Part 3C - Timetable

3C.1 +Record date

29/4/2022

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3C.2 Ex date 28/4/2022

3C.4 Record date

29/4/2022

For personal use only

3C.5 Date on which offer documents will be sent to +security holders entitled to participate in the +pro rata issue 4/5/2022

3C.6 Offer closing date 13/5/2022

3C.7 Last day to extend the offer closing date 10/5/2022

3C.9 Trading in new +securities commences on a deferred settlement basis 16/5/2022

3C.11 +Issue date and last day for entity to announce results of +pro rata issue 20/5/2022

3C.12 Date trading starts on a normal T+2 basis 23/5/2022

3C.13 First settlement date of trades conducted on a +deferred settlement basis and on a normal T+2 basis 25/5/2022

Part 3E - Fees and expenses

3E.1 Will there be a lead manager or broker to the proposed offer?

No

3E.2 Is the proposed offer to be underwritten?

Yes

3E.2a Who are the underwriter(s)?

Provident Minerals Pte Ltd, PT Saratoga Investama Sedaya, Eastern Fields Developments Limited, Goldstar Mining Asia Resources (L) BHD, Asian Metal Mining Developments Limited and Tribeca Investment Partners Pty Ltd (together the "Joint Underwriters").

3E.2b What is the extent of the underwriting (ie the amount or proportion of the offer that is underwritten)?

The Joint Underwriters will jointly underwrite the Offer up to a value of $9,666,667 being 81.97% of the funds to be raised under the Offer and equal to 2,416,666,667 Shares.

Proposed issue of securities

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