Announcement PDF Proposed issue of securities Announcement Summary Entity name TESORO RESOURCES LIMITED Announcement Type New announcement Date of this announcement 27/10/2021 The Proposed issue is: An offer of securities under a securities purchase plan A placement or other type of issue Total number of +securities proposed to be issued for an offer of securities under a securities purchase plan ASX +security code +Security description TSO ORDINARY FULLY PAID Maximum Number of +securities to be issued 35,294,118 +Record date 26/10/2021 Offer closing date 6/12/2021 +Issue date 13/12/2021 Total number of +securities proposed to be issued for a placement or other type of issue ASX +security code +Security description TSO ORDINARY FULLY PAID Maximum Number of +securities to be issued 51,000,011 Proposed +issue date 1/11/2021 Refer to next page for full details of the announcement Proposed issue of securities 1 / 10 Proposed issue of securities Part 1 - Entity and announcement details 1.1 Name of +Entity TESORO 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 91106854175 1.3 ASX issuer code TSO 1.4 The announcement is New announcement 1.5 Date of this announcement 27/10/2021 1.6 The Proposed issue is: An offer of +securities under a +securities purchase plan A placement or other type of issue Proposed issue of securities 2 / 10 Proposed issue of securities Part 4 - Details of proposed offer under securities purchase plan Part 4A - Conditions 4A.1 Do any external approvals need to be obtained or other conditions satisfied before the offer of +securities under the +securities purchase plan issue can proceed on an unconditional basis? No Proposed issue of securities 3 / 10 Proposed issue of securities Part 4B - 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 TSO : ORDINARY FULLY PAID Will the proposed issue of this +security include an offer of attaching +securities? No Details of +securities proposed to be issued ASX +security code and description TSO : ORDINARY FULLY PAID Maximum total number of those +securities that could be issued if all offers under the +securities purchase plan are accepted 35,294,118 Will the offer be conditional on applications for a minimum number of +securities being received or a minimum amount being raised (i.e. a minimum subscription condition)? No Will the offer be conditional on applications for a maximum number of +securities being received or a maximum amount being raised (i.e. a maximum subscription condition)? Yes Describe the maximum subscription condition The SPP is targeting to raise $3,000,000 Will individual security holders be required to accept the offer for a minimum number or value of +securities (i.e. a minimum acceptance condition)? Yes Is the minimum acceptance unit based or dollar based? Dollar based ($) Please enter the minimum acceptance value $ 2,500 Will individual security holders be limited to accepting the offer for a maximum number or value of +securities (i.e. a maximum acceptance condition)? Yes Is the maximum acceptance unit based or dollar based? Dollar based ($) Please enter the maximum acceptance value Proposed issue of securities 4 / 10 Proposed issue of securities Please enter the maximum acceptance value $ 30,000 Describe all the applicable parcels available for this offer in number of securities or dollar value $2,500, $5,000, $7,500, $10,000, $15,000, $20,000, $30,000 Offer price details Has the offer price been determined? Yes In what currency will the offer be made? What is the offer price per +security? AUD - Australian Dollar AUD 0.08500 Oversubscription & Scale back details Will a scale back be applied if the offer is over-subscribed? Yes Describe the scale back arrangements The Company is targeting to raise $3,000,000 under the SPP. Should total demand exceed this amount, the Directors reserve the right to accept over-subscriptions or to scale back applications in their absolute discretion. Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes Part 4C - Timetable 4C.1 Date of announcement of +security purchase plan 27/10/2021 4C.2 +Record date 26/10/2021 4C.3 Date on which offer documents will be made available to investors 8/11/2021 4C.4 Offer open date 8/11/2021 4C.5 Offer closing date 6/12/2021 Proposed issue of securities 5 / 10 Proposed issue of securities 4C.7 +Issue date and last day for entity to announce results of +security purchase plan offer 13/12/2021 Part 4D - Listing Rule requirements 4D.1 Does the offer under the +securities purchase plan meet all of the requirements of listing rule 7.2 exception 5 or do you have a waiver from those requirements? No 4D.1a 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? No 4D.1b 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 4D.1b ( 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? 35,294,118 Part 4E - Fees and expenses 4E.1 Will there be a lead manager or broker to the proposed offer? Yes 4E.1a Who is the lead manager/broker? Viriathus Capital Pty Ltd 4E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker? A fee of 3% of the total amount raised under the SPP 4E.2 Is the proposed offer to be underwritten? No 4E.3 Will brokers who lodge acceptances or renunciations on behalf of eligible +security holders be paid a handling fee or commission? No 4E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed offer Proposed issue of securities 6 / 10 Proposed issue of securities Part 4F - Further Information 4F.01 The purpose(s) for which the entity intends to use the cash raised by the proposed issue Resource expansion and exploration drilling, scoping study and working capital 4F.1 Will the entity be changing its dividend/distribution policy if the proposed offer is successful? No 4F.2 Countries in which the entity has +security holders who will not be eligible to accept the proposed offer All countries other than Australia and New Zealand 4F.3 URL on the entity's website where investors can download information about the proposed offer https://www.tesororesources.com.au/announcement-category/asx-announcements/ 4F.4 Any other information the entity wishes to provide about the proposed offer Proposed issue of securities 7 / 10 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? No Details of +securities proposed to be issued ASX +security code and description TSO : ORDINARY FULLY PAID Number of +securities proposed to be issued 51,000,011 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 0.08500 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 8 / 10 Proposed issue of securities Part 7C - Timetable 7C.1 Proposed +issue date 1/11/2021 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? 51000011 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)? No 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? Viriathus Capital Pty Ltd 7E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker? A fee of 6% of the gross amount raised under the Placement 7E.2 Is the proposed issue to be underwritten? No Proposed issue of securities 9 / 10 Proposed issue of securities 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 Resource expansion and exploration drilling, scoping study and working capital 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 10 / 10