Xantippe Resources : Proposed issue of securities - XTC

Proposed issue of securities

Announcement Summary

For personal use only

Entity name

XANTIPPE RESOURCES LIMITED

Announcement Type

New announcement

Date of this announcement

14/6/2022

The Proposed issue is:

A placement or other type of issue

Total number of +securities proposed to be issued for a placement or other type of issue

		Maximum Number of
ASX +security code	+Security description	+securities to be issued
New class-code to be	Convertible Notes converting at $0.018 at the election of the	5,047,770
confirmed	holder
XTC	ORDINARY FULLY PAID	337,000,000
Proposed +issue date
15/9/2022

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

XANTIPPE RESOURCES LIMITED

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
ABN	56123102974
1.3	ASX issuer code
XTC

1. The announcement is New announcement
2. Date of this announcement

14/6/2022

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	11/8/2022			actual?	received/condition met?
				Estimated
		Comments
personal
	P rt 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)?
			New class
	Details of +securities proposed to be issued
For		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?		No
			No
			ASX +security code			+Security description
			New class-code to be confirmed		Convertible Notes converting at $0.018 at the election of the holder
			+Security type
			+Convertible debt securities
	Proposed issue of securities				3 / 7

Proposed issue of securities

Number of +securities proposed to be issued 5,047,770

		Offer price details
only	Are the +securities proposed to be issued being issued for a cash consideration?
No
		Please describe the consideration being provided for the +securities
		In partial consideration for the acquisition of the La Fortuna Properties (US$4.5M convertible at AUD$0.018, assuming
		exchange rate of 1.44AUD to 1USD)
use	Please provide an estimate of the AUD equivalent of the consideration being
provided for the +securities
5,047,770.000000
		Will all the +securities issued in this class rank equally in all respects from
		their issue date?
personal	Yes
	+Convertible debt securities details
		These securities are:	Type of security
		Convertible	Convertible note or bond
		+Security currency	Face value
		AUD - Australian Dollar	AUD 5,047,770.0000
		Interest rate type
		Zero coupon/no interest
		Frequency of coupon/interest
		payments per year
		No coupon/interest payments
For	s128F of the Income Tax Assessment
Act status applicable to the +security
Not applicable
Is the +security perpetual (ie. no	Maturity date
		maturity date)?	30/6/2023
		No
		Select other features applicable to
		the +security
		None of the above
	Proposed issue of securities	4 / 7

Proposed issue of securities

Is there a first trigger date on which a right of conversion, redemption, call or put can be exercised (whichever is first)?

		No
only	Details of the type of +security that will be issued if the securities are converted, transformed or
exchanged
XTC : ORDINARY FULLY PAID
		Number of +securities that will be issued if the +securities are converted, transformed or exchanged (including, if
		applicable, any interest)
		One XTC share upon conversion of one convertible note.
		Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities
		proposed to be issued or provide the information by separate announcement.
		To be provided in a notice of meeting to be sent to shareholders
use	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?
personal	or an 'Existing class' (additional	No
securities in a class that is already
consideration?
		quoted or recorded by ASX)?
		Existing class
	Details of +securities proposed to be issued
		ASX +security code and description
		XTC : ORDINARY FULLY PAID
		Number of +securities proposed to be issued
		337,000,000
		Offer price details
		Are the +securities proposed to be issued being issued for a cash
For	No
Please describe the consideration being provided for the +securities
		In partial consideration for the acquisition of the La Fortuna Properties
		Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities
		0.018000
		Will these +securities rank equally in all respects from their issue date with
		the existing issued +securities in that class?
		Yes
	Proposed issue of securities	5 / 7