Announcement PDF Proposed issue of securities Announcement Summary Entity name CODA MINERALS LTD Announcement Type New announcement Date of this announcement 26/10/2022 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 Unquoted options with an exercise price of $0.36 and expiry 3 years from date of issue. 3,533,000 COD ORDINARY FULLY PAID 16,062,500 Proposed +issue date 1/11/2022 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 CODA MINERALS 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 49625763957 1.3 ASX issuer code COD 1.4 The announcement is New announcement 1.5 Date of this announcement 26/10/2022 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? Yes 7A.1a Conditions Approval/Condition Date for determination +Security holder approval 23/12/2022 Is the date estimated or actual? Estimated ** Approval received/condition met? No Comments Shareholder approval is required for 1,341,667 shares to be issued to Directors of the Company in the placement. 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 COD : ORDINARY FULLY PAID Number of +securities proposed to be issued 16,062,500 Offer price details Are the +securities proposed to be issued being issued for a cash consideration? Yes Proposed issue of securities 3/7 Proposed issue of securities In what currency is the cash consideration being paid? What is the issue price per +security? AUD - Australian Dollar AUD 0.24000 Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes 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)? New class Will the proposed issue of this +security include an offer of attaching +securities? No Details of +securities proposed to be issued 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? No equitable under listing rule 6.1? No ASX +security code +Security description New class-code to be confirmed Unquoted options with an exercise price of $0.36 and expiry 3 years from date of issue. +Security type Options Number of +securities proposed to be issued 3,533,000 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 Issued as part consideration to CPS Capital Group as manager of the placement. Proposed issue of securities 4/7 Proposed issue of securities Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities 170,290.600000 Will all the +securities issued in this class rank equally in all respects from their issue date? Yes Options details +Security currency Exercise price Expiry date AUD - Australian Dollar AUD 0.3600 1/11/2025 Details of the type of +security that will be issued if the option is exercised COD : ORDINARY FULLY PAID Number of securities that will be issued if the option is exercised 1 option is exercisable into 1 fully paid ordinary share. 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. Refer ASX announcement of 26 October 2022. Part 7C - Timetable 7C.1 Proposed +issue date 1/11/2022 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? 2,262,623 shares and 3,533,000 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)? Proposed issue of securities 5/7 Proposed issue of securities 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? 12,458,210 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 participate The placement was deemed to be an efficient and cost effective way to raise funds. 7D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue? Yes 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? CPS Capital Group. 7E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker? 6% of funds raised (excluding funds raised from the Directors of the Company). 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 N/A Part 7F - Further Information 7F.01 The purpose(s) for which the entity is issuing the securities Funds will be used to fast-track ongoing study work at the 100%-owned Elizabeth Creek Copper Project in South Australia while also providing additional working capital to advance critical path study work and permitting in 2023. 7F.1 Will the entity be changing its dividend/distribution policy if the proposed issue proceeds? Proposed issue of securities 6/7 Proposed issue of securities No 7F.2 Any other information the entity wishes to provide about the proposed issue Refer ASX announcement of 26 October 2022. 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 7/7