Announcement PDF Proposed issue of securities Announcement Summary Entity name TESORO GOLD LTD 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 +securities to be issued ASX +security code +Security description New class-code to be confirmed Unlisted Options exercisable at $0.11 each and expiring three years from the date of issue. 62,989,502 TSO ORDINARY FULLY PAID 89,985,003 Proposed +issue date 20/6/2022 Refer to next page for full details of the announcement Proposed issue of securities 1/7 Proposed issue of securities Part 1 - Entity and announcement details 1.1 Name of +Entity TESORO GOLD LTD 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 91106854175 1.3 ASX issuer code TSO 1.4 The announcement is New announcement 1.5 Date of this announcement 14/6/2022 1.6 The Proposed issue is: A placement or other type of issue Proposed issue of securities 2/7 Proposed issue of securities Part 7 - Details of proposed placement or other issue 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? No Part 7B - Issue details 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)? Existing class Will the proposed issue of this +security include an offer of attaching +securities? Yes Details of +securities proposed to be issued ASX +security code and description TSO : ORDINARY FULLY PAID Number of +securities proposed to be issued 89,985,003 Offer price details Are the +securities proposed to be issued being issued for a cash consideration? Yes In what currency is the cash consideration being paid? What is the issue price per +security? AUD - Australian Dollar AUD 0.06000 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 3/7 Proposed issue of securities Attaching +Security Is the proposed attaching 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)? New class Attaching +Security - New class (+securities in a class that is not yet quoted or recorded by ASX) Details of attaching +securities proposed to be issued ISIN Code (if Issuer is a foreign company and +securities are non CDIs) Have you received confirmation from ASX that the terms Will the entity be seeking quotation of the 'new' class of of the proposed +securities are appropriate and +securities on ASX? Yes equitable under listing rule 6.1? No ASX +security code +Security description New class-code to be confirmed Unlisted Options exercisable at $0.11 each and expiring three years from the date of issue. +Security type Options Number of +securities proposed to be issued 62,989,502 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 44,992,502 Unlisted Options being issued as attaching options on a 1:2 basis to the placement participants and 17,997,000 Unlisted Options being issued as part consideration for capital raising services. 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? Yes Proposed issue of securities 4/7 Proposed issue of securities Options details +Security currency AUD - Australian Dollar Exercise price Expiry date AUD 0.1100 20/6/2025 Details of the type of +security that will be issued if the option is exercised TSO : ORDINARY FULLY PAID Number of securities that will be issued if the option is exercised One fully paid shares (ASX.TSO) 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. Part 7C - Timetable 7C.1 Proposed +issue date 20/6/2022 Part 7D - Listing Rule requirements 7D.1 Has the entity obtained, or is it obtaining, +security holder approval for the entire issue under listing rule 7.1? No 7D.1b Are any of the +securities proposed to be issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1? Yes 7D.1b ( i ) How many +securities are proposed to be issued without security holder approval using the entity's 15% placement capacity under listing rule 7.1? 23,141,425 Shares and 62,989,502 Unlisted Options 7D.1c Are any of the +securities proposed to be issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A (if applicable)? Yes 7D.1c ( i ) How many +securities are proposed to be issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A? 66,843,578 Shares 7D.1c ( ii ) Please explain why the entity has chosen to do a placement rather than a +pro rata issue or an offer under a +security purchase plan in which existing ordinary +security holders would have been eligible to Proposed issue of securities 5/7 Proposed issue of securities under a +security purchase plan in which existing ordinary +security holders would have been eligible to participate Faster access to capital 7D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue? No 7D.3 Will any of the +securities to be issued be +restricted securities for the purposes of the listing rules? No 7D.4 Will any of the +securities to be issued be subject to +voluntary escrow? No Part 7E - Fees and expenses 7E.1 Will there be a lead manager or broker to the proposed issue? Yes 7E.1a Who is the lead manager/broker? Shaw and Partners Limited 7E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker? 3% management fee, 3% selling fee on funds raised under the Placement and 17,997,000 Unlisted Options exercisable at $0.11 each and expiring three years from date of issue 7E.2 Is the proposed issue to be underwritten? No 7E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed issue Part 7F - Further Information 7F.01 The purpose(s) for which the entity is issuing the securities Exploration and development of the Company's El Zorro Project and for general working capital purposes. 7F.1 Will the entity be changing its dividend/distribution policy if the proposed issue proceeds? No 7F.2 Any other information the entity wishes to provide about the proposed issue 7F.3 Any on-sale of the +securities proposed to be issued within 12 months of their date of issue will comply with the secondary sale provisions in sections 707(3) and 1012C(6) of the Corporations Act by virtue of: The publication of a cleansing notice under section 708A(5), 708AA(2)(f), 1012DA(5) or 1012DAA(2)(f) Proposed issue of securities 6/7 Proposed issue of securities Proposed issue of securities 7/7