Theta Gold Mines : 2021 Q3 Quarterly Cashflow Report

Rule 5.5

Appendix 5B

Mining exploration entity or oil and gas exploration entity

quarterly cash flow report

Name of entity
	THETA GOLD MINES LIMITED
ABN	Quarter ended ("current quarter")
30 131 758 177	30 September 2021

Consolidated statement of cash flows	Current quarter	Year to date
			$A'000	(3 months)
				$A'000
1.	Cash flows from operating activities
1.1	Receipts from customers
1.2	Payments for
	(a)	exploration & evaluation	(272)	(272)
	(b)	development
	(c)	production
	(d)	staff costs	(39)	(39)
	(e)	administration and corporate costs	(710)	(710)
1.3	Dividends received (see note 3)
1.4	Interest received	3	3
1.5	Interest and other costs of finance paid	(280)	(280)
1.6	Income taxes paid
1.7	Government grants and tax incentives
1.8	Other (provide details if material)
1.9	Net cash from / (used in) operating	(1,298)	(1,298)
	activities
2.	Cash flows from investing activities
2.1	Payments to acquire or for:
	(a)	entities
	(b)	tenements
	(c)	property, plant and equipment	(4)	(4)
	(d)	exploration & evaluation	(765)	(765)
	(e)	investments
	(f)	other non-current assets

ASX Listing Rules Appendix 5B (17/07/20)	Page 1
+ See chapter 19 of the ASX Listing Rules for defined terms.

Appendix 5B Mining exploration entity or oil and gas exploration entity quarterly cash flow report

Consolidated statement of cash flows

2.2 Proceeds from the disposal of:

(a) entities

(b) tenements

(c) property, plant and equipment

(d) investments

(e) other non-current assets

2.3 Cash flows from loans to other entities

2.4 Dividends received (see note 3)

2.5 Other (provide details if material)

2.6 Net cash from / (used in) investing activities

Current quarter	Year to date
$A'000	(3 months)
	$A'000

99

(760)(760)

3. Cash flows from financing activities

3.1 Proceeds from issues of equity securities

(excluding convertible debt securities)

2,834

2,834

3.2 Proceeds from issue of convertible debt securities

3.3 Proceeds from exercise of options

3.4 Transaction costs related to issues of equity(153)(153) securities or convertible debt securities

3.5	Proceeds from borrowings	4,353	4,353
3.6	Repayment of borrowings	200	200

3.7 Transaction costs related to loans and borrowings

3.8 Dividends paid

3.9 Other (provide details if material)

3.10 Net cash from / (used in) financing	7,234	7,234
activities

4. Net increase / (decrease) in cash and cash equivalents for the period

4.1	Cash and cash equivalents at beginning of	200	200
	period
4.2	Net cash from / (used in) operating	(1,298)	(1,298)
	activities (item 1.9 above)
4.3	Net cash from / (used in) investing activities	(760)	(760)
	(item 2.6 above)
4.4	Net cash from / (used in) financing activities	7,234	7,234
	(item 3.10 above)

ASX Listing Rules Appendix 5B (17/07/20)	Page 2
+ See chapter 19 of the ASX Listing Rules for defined terms.

Appendix 5B Mining exploration entity or oil and gas exploration entity quarterly cash flow report

Consolidated statement of cash flows

1. Effect of movement in exchange rates on cash held
2. Cash and cash equivalents at end of period

Current quarter	Year to date
$A'000	(3 months)
	$A'000
5,376	5,376

5.	Reconciliation of cash and cash	Current quarter	Previous quarter
	equivalents	$A'000	$A'000
	at the end of the quarter (as shown in the
	consolidated statement of cash flows) to the
	related items in the accounts
5.1	Bank balances	5,376	200
5.2	Call deposits
5.3	Bank overdrafts
5.4	Other (provide details)
5.5	Cash and cash equivalents at end of	5,376	200
	quarter (should equal item 4.6 above)

6.	Payments to related parties of the entity and their	Current quarter
	associates	$A'000
6.1	Aggregate amount of payments to related parties and their	29(1)
	associates included in item 1

6.2 Aggregate amount of payments to related parties and their associates included in item 2

Note: if any amounts are shown in items 6.1 or 6.2, your quarterly activity report must include a description of, and an explanation for, such payments.

ASX Listing Rules Appendix 5B (17/07/20)	Page 3
+ See chapter 19 of the ASX Listing Rules for defined terms.

Appendix 5B Mining exploration entity or oil and gas exploration entity quarterly cash flow report

7. Financing facilities

Note: the term "facility' includes all forms of financing arrangements available to the entity.

Add notes as necessary for an understanding of the sources of finance available to the entity.

7.1 Loan facilities

7.2 Credit standby arrangements

7.3 Other (please specify)

7.4 Total financing facilities

Total facility	Amount drawn at
amount at quarter	quarter end
end	$A'000
$A'000
7,356	7,356

7,3567,356

7.5

Unused financing facilities available at quarter end

NIL

7.6 Include in the box below a description of each facility above, including the lender, interest rate, maturity date and whether it is secured or unsecured. If any additional financing facilities have been entered into or are proposed to be entered into after quarter end, include a note providing details of those facilities as well.

Finance Facilities:
Meyer	$US111 @ 9%
Tasman	$US108 @ Nil%
Finance Leases	$US26 @ 11.7%
APCIG	$US2,784 @ 15%
2Invest AG	$US4,357@ 20%

8.	Estimated cash available for future operating activities	$US'000
8.1	Net cash from / (used in) operating activities (item 1.9)	(1,298)
8.2	(Payments for exploration & evaluation classified as investing	(760)
	activities) (item 2.1(d))
8.3	Total relevant outgoings (item 8.1 + item 8.2)	(2,058)
8.4	Cash and cash equivalents at quarter end (item 4.6)	5,376
8.5	Unused finance facilities available at quarter end (item 7.5)	-
8.6	Total available funding (item 8.4 + item 8.5)	5,376
8.7	Estimated quarters of funding available (item 8.6 divided by	2.61
item 8.3)
	Note: if the entity has reported positive relevant outgoings (ie a net cash inflow) in item 8.3, answer item 8.7 as "N/A".
	Otherwise, a figure for the estimated quarters of funding available must be included in item 8.7.
8.8	If item 8.7 is less than 2 quarters, please provide answers to the following questions:
	8.8.1 Does the entity expect that it will continue to have the current level of net operating
	cash flows for the time being and, if not, why not?

Answer: Yes

ASX Listing Rules Appendix 5B (17/07/20)	Page 4
+ See chapter 19 of the ASX Listing Rules for defined terms.

Appendix 5B Mining exploration entity or oil and gas exploration entity quarterly cash flow report

8.8.2 Has the entity taken any steps, or does it propose to take any steps, to raise further cash to fund its operations and, if so, what are those steps and how likely does it believe that they will be successful?

Answer:

Subsequent to balance date, the Company issued 21,266,670 fully paid ordinary shares at an issue price of A$0.21, raising a total of A$4,466,001 before cost.

In addition to the above, Frankfurt listed investment company 2Invest AG also invested A$6 million in a series of Secured Bonds (18 months duration to be redeemed no later than 31 January 2023, carrying a 20% per annum coupon rate, payable in cash semi-annually in arrears) issue by Theta Gold to fund pre-development expenditures for the TGME Gold Project and general working capital.

In addition, (as per ASX Release dated 25 March 2021), the Company has entered into an At-The-Market Subscription Deed ("ATM") with Acuity Capital. The ATM provides the Company the opportunity to draw-down up to A$15 million of standby equity capital with the expiry of the ATM being 31 July 2023.

8.8.3 Does the entity expect to be able to continue its operations and to meet its business objectives and, if so, on what basis?

Answer:

The Company has completed a Pre-Feasibility Study on selected underground mines which has demonstrated excellent project economics (ASX announcement 13 April 2021) at a time of historically high gold prices.

The group's large tenement holding in South Africa is potentially very prospective and remains largely unexplored using modern technology. The Theta Project, potential underground mines development and the prospective tenement holding should underpin the company's ability to raise funds for its business needs

Note: where item 8.7 is less than 2 quarters, all of questions 8.8.1, 8.8.2 and 8.8.3 above must be answered.

Compliance statement

1. This statement has been prepared in accordance with accounting standards and policies which comply with Listing Rule 19.11A.
2. This statement gives a true and fair view of the matters disclosed.

30 October 2021

Date:...................................................................................

Board of Directors

Authorised by: ...................................................................................

(Name of body or officer authorising release - see note 4)

Notes

1. This quarterly cash flow report and the accompanying activity report provide a basis for informing the market about the entity's activities for the past quarter, how they have been financed and the effect this has had on its cash position. An

ASX Listing Rules Appendix 5B (17/07/20)	Page 5
+ See chapter 19 of the ASX Listing Rules for defined terms.