Announcement PDF CATALINA RESOURCES LIMITED ACN 130 618 683 OFFER DOCUMENT For a pro rata non-renounceable Rights Issue to Eligible Shareholders on the basis of one New Share for every two existing Shares held by Eligible Shareholders on the Record Date at an issue price of $0.003 per New Share, together with one other free attaching New Share for every five New Shares applied for and issued to raise approximately $2,274,392 (before costs) (Offer). The Offer opens on Thursday, 27 March 2025 and closes at 5:00pm (WST) on Tuesday, 8 April 2025 (unless it is lawfully extended). Valid acceptances must be received before that time. Applications for New Shares by Eligible Shareholders can only be made by using or following the instructions on an Entitlement and Acceptance Form, as sent with this Offer Document. The Entitlement and Acceptance Form sets out the Eligible Shareholders' Entitlement to participate in the Offer. Please read the instructions in this Offer Document and on the accompanying Entitlement and Acceptance Form. This document is not a prospectus and does not contain all of the information that an investor may require in order to make an informed investment decision regarding the New Shares offered by this document. The New Shares offered by this Offer Document should be considered as speculative. TABLE OF CONTENTS 1. IMPORTANT INFORMATION ........................................................................................................... 1 2. CORPORATE DIRECTORY ............................................................................................................... 4 3. DETAILS OF THE OFFER ................................................................................................................... 5 4. ACTION REQUIRED BY SHAREHOLDERS ...................................................................................... 14 5. RISK FACTORS ............................................................................................................................... 17 6. DEFINED TERMS ............................................................................................................................. 23 2737-09/3653389_5 i 1. IMPORTANT INFORMATION No person is authorised to give any information or to make any representation in connection with the Offer which is not contained in this Offer Document. Any information or representation not so contained may not be relied on as having been authorised by the Company in connection with the Offer. 1.1 This document is not a prospectus This Offer Document is dated 18 March 2025, has been prepared by Catalina Resources Limited and is for a rights issue of continuously quoted securities (as defined in the Corporations Act) of the Company. This Offer Document is not a prospectus under the Corporations Act and has not been lodged with the ASIC. It does not contain all of the information that an investor would find in a prospectus or which may be required in order to make an informed investment decision regarding, or about the rights attaching to, the Shares offered by this document. This Offer Document including each of the documents attached to it and which form part of this Offer Document are important and should be read in their entirety prior to making an investment decision. In particular, Shareholders should refer to the risk factors set out in section 5 of this document. If you do not fully understand this Offer Document or are in any doubt as to how to deal with it, you should consult your professional adviser. 1.2 Section 708AA of the Corporations Act This Offer Document has been prepared in accordance with section 708AA of the Corporations Act and applicable ASIC Corporations (Non-Traditional Rights Issue) Instrument 2016/84 (ASIC Instrument 2016/84). In general terms, section 708AA permits certain companies to undertake rights issues without being required to use or provide to shareholders a prospectus or other disclosure document. Accordingly, the level of disclosure in this Offer Document is significantly less than the level of disclosure required in, and what you would expect in, a prospectus. Eligible Shareholders should rely on their own knowledge of the Company, refer to disclosures made by the Company to ASX and consult their professional advisers before deciding to accept the Offer. 1.3 Eligibility Applications for Shares by Eligible Shareholders can only be made on an original Entitlement and Acceptance Form, as sent with this Offer Document. The Entitlement and Acceptance Form sets out an Eligible Shareholder's Entitlement to participate in the Offer. 1.4 Overseas Shareholders This Offer Document does not, and is not intended to, constitute an offer in any place or jurisdiction in which, or to any person to whom, it would not be lawful to make such an offer or to issue this Offer Document. The Offer is not being extended and Shares will not be issued to Shareholders with a registered address which is outside Australia, New Zealand, Singapore and Peoples Republic of China. It is not practicable for the Company to comply with the securities laws of overseas jurisdictions (other than those mentioned above) having regard to the number of overseas Shareholders, the number and value of Shares these Shareholders would be offered and the cost of complying with regulatory requirements in each relevant jurisdiction. United States Shareholders This Offer does not constitute an offer in the United States of America, nor does it constitute an offer to a person who is a US Person or someone who is acting on behalf of a US Person. The Shares have not been, and will not be, registered under the US Securities Act 1933 (US Securities Act) and may not be offered or sold in the United States of America, or to, or for the account or benefit of, US Persons (as defined in Rule 902 under the US Securities Act) except under an available exemption from registration under the US Securities Act. These Shares may only be resold or transferred if registered under the US Securities Act or pursuant to an exemption from registration under the US Securities Act and in compliance with state 2737-09/3653389_5 1 securities laws. The Company is under no obligation and has no intention to register the Shares in the United States of America. Further detail in relation to foreign jurisdictions is set out in this Offer Document. New Zealand Shareholders The Offer is being made in New Zealand pursuant to the Financial Markets Conduct (Incidental Offers) Exemption Notice 2021 (New Zealand). Shareholders resident in Australia or New Zealand holding Shares on behalf of persons who are resident overseas are responsible for ensuring that taking up an Entitlement under the Offer does not breach regulations in the relevant overseas jurisdiction. Return of a duly completed Entitlement and Acceptance Form will be taken by the Company to constitute a representation that there has been no breach of those regulations. Singapore This Offer Document and any other materials relating to the New Shares have not been, and will not be, lodged or registered as a prospectus in Singapore with the Monetary Authority of Singapore. Accordingly, this Offer Document and any other document relating to the New Shares may not be issued, circulated or distributed, nor may the New Shares be offered or sold, or be made the subject of an invitation for subscription or purchase, whether directly or indirectly, to persons in Singapore except pursuant to and in accordance with exemptions in Subdivision (4) Division 1, Part 13 of the Securities and Futures Act 2001 of Singapore (SFA) or another exemption under the SFA. This Offer Document has been given to you on the basis that you are an existing holder of the Company’s Shares. If you are not such a Shareholder, please return this Offer Document immediately. You may not forward or circulate this Offer Document to any other person in Singapore. Any offer is not made to you with a view to the New Shares being subsequently offered for sale to any other party in Singapore. On-sale restrictions in Singapore may be applicable to investors who acquire New Shares. As such, investors are advised to acquaint themselves with the SFA provisions relating to resale restrictions in Singapore and comply accordingly. China This Offer Document has not been approved by, nor registered with, any competent regulatory authority of the People’s Republic of China (excluding, for purposes of this paragraph, Hong Kong Special Administrative Region, Macau Special Administrative Region and Taiwan) (PRC). Accordingly, the New Shares may not be offered or sold, nor may any invitation, advertisement or solicitation for New Shares be made from, within the PRC. This Offer Document does not constitute an offer of New Shares within the PRC. The New Shares may not be offered to legal or natural persons in the PRC other than to: (i) “qualified domestic institutional investors” as approved by a relevant PRC regulatory authority to invest in overseas capital markets; (ii) sovereign wealth funds or quasigovernment investment funds that have the authorization to make overseas investments; or (iii) other types of qualified investors that have obtained all necessary PRC governmental approvals, registrations and/or filings (whether statutorily or otherwise). 1.5 Notice to nominees and custodians Shareholders resident in Australia or New Zealand holding Shares on behalf of persons who are resident overseas are responsible for ensuring that taking up an Entitlement under the Offer does not breach regulations in the relevant overseas jurisdiction. Return of a duly completed Entitlement and Acceptance Form will be taken by the Company to constitute a representation that there has been no breach of those regulations. 1.6 Privacy Act If you complete an Entitlement and Acceptance Form, you will be providing personal information to the Company (directly or by the Company’s share registry). The Company collects, holds and uses that information to assess your application, service your needs as 2737-09/3653389_5 2 a Shareholder, facilitate distribution payments and corporate communications to you as a Shareholder and carry out administration. The information may also be used from time to time and disclosed to persons inspecting the register, bidders for your securities in the context of takeovers, regulatory bodies, including the Australian Taxation Office, authorised securities brokers, print service providers, mail houses and the Company’s share registry. You can access, correct and update the personal information that we hold about you. Please contact the Company or its share registry if you wish to do so at the relevant contact numbers set out in this Offer Document. Collection, maintenance and disclosure of certain personal information is governed by legislation including the Privacy Act 1988 (Cth) (as amended), the Corporations Act and certain rules such as the ASX Settlement Operating Rules. You should note that if you do not provide the information required on the Entitlement and Acceptance Form, the Company may not be able to accept or process your application. 2737-09/3653389_5 3 2. CORPORATE DIRECTORY Directors Share Registry* Sanjay Loyalka Executive Chairman Boardroom Pty Limited Level 8 210 Geroge Street SYDNEY NSW 2000 Richard Beazley Non-Executive Director Legal Advisers Ross Cotton Executive Director Martin Bennett Non-Executive Director Steinepreis Paganin Level 14, QV1 Building 250 St Georges Terrace PERTH WA 6000 Company Secretary Financial Adviser Sanjay Loyalka Pareto Captiail Pty Limited PO Box 2341 YOKINE SOUTH WA 6050 Registered Office Unit 38, 18 Stirling Highway NEDLANDS WA 6009 Telephone: + 61 8 61181672 Email: info@catalinaresources.com.au Website: www.catalinaresources.com.au Auditor Stantons International Audit and Consulting Pty Ltd Level 2 40 Kings Park Road WEST PERTH WA 6005 *These parties have been included for information purposes only. They have not been involved in the preparation of this Offer Document. 2737-09/3653389_5 4 3. DETAILS OF THE OFFER 3.1 The Offer The Offer is being made as a non-renounceable entitlement offer of one New Share for every two Shares held by Eligible Shareholders registered at the Record Date at an issue price of $0.003 per Share, together with one other free attaching New Share for every five New Shares applied for and issued. Fractional entitlements will be rounded up to the nearest whole number. Based on the capital structure of the Company as set out in Section 3.8 of this Offer Document, a maximum of approximately 909,757,135 Shares will be issued pursuant to this Offer to raise up to approximately $2,274,392. As at the date of this Offer Document, the Company has only Shares on issue. All of the Shares offered under this Offer Document will rank equally with the Shares on issue at the date of this Offer Document. The Directors may at any time decide to withdraw this Offer Document and the offer of Shares made under this Offer Document in which case the Company will return all Application monies (without interest) within 28 days of giving such notice of withdrawal. 3.2 Use of Funds Completion of the Offer will result in an increase in cash in hand of up to approximately $2,274,392 (before the payment of costs associated with the Offer). The Company intends to apply the funds raised under the Offer together with the $500,000 raised under the Placement as follows: ITEMS OF EXPENDITURE $ ‘000 % Exploration Expenditure1 1,553 55.97 Care and Maintenance costs ast Nelson Bay2 100 3.60 Working capital3 895 32.26 Expenses of the Offer 226 8.16 Total 2,774 100 Note: 1. The Company intends to prioritise exploration at the newly acquired and highly prospective Central Yilgarn Project (Yerilgee & Evanston) but will also follow up existing targets generated at the Laverton Project. Planned exploration at these projects to include surveys & drilling. 2. Care and maintenance at the Nelson Bay River Project. 3. Funds allocated to working capital will be used for administration expenses of the Company over the next 15 months, including administration costs ($100 K), Employee & Director’s remuneration ($725 K) and other administration and obligatory overheads ($70 k). The above table is a statement of the Board’s current intentions as at the date of this Offer Document. However, Shareholders should note that, as with any budget, the allocation of funds set out in the above table may change depending on a number of factors, including the outcome of operational and development activities, regulatory developments, market and general economic conditions and environmental factors. In light of this, the Board reserves the right to alter the way the funds are applied. 2737-09/3653389_5 5 3.3 Indicative Timetable Company Announced Rights Issue 11 March 2025 Lodgement of Appendix 3B, s708AA Cleansing Notice and Offer Document with ASX 18 March 2025 Ex date 21 March 2025 Record Date for determining Entitlements 24 March 2025 Offer Document sent out to Eligible Shareholders & Company announces this has been completed & Offer Opening Date 27 March 2025 Last day to extend Closing Date 3 April 2025 Closing Date 8 April 2025 Shares quoted on a deferred settlement basis from market open 9 April 2025 Announcement of results of issue 15 April 2025 Issue date and lodgement of Appendix 2A with ASX applying for quotation of the Shares (before noon Sydney time) 15 April 2025 Quotation of New Shares issued under the Offer 16 April 2025 * Subject to the ASX Listing Rules, the Directors reserve the right to extend the Closing Date for the Offer at their discretion. Should this occur, the extension will have a consequential effect on the anticipated date of issue for the New Shares. ** These dates are indicative only and are subject to change. 3.4 Underwriting The Offer is not underwritten and the Company has not appointed a lead manager to the Offer. The Company has appointed Pareto Capital Pty Limited (ABN 43 131 858 681) (Financial Adviser) as financial adviser to the Company in relation to the Offer. Under the mandate agreement, the Financial Advisor will receive a transaction fee equivalent to 6% of the gross amount raised under the Shortfall Offer. 3.5 Entitlements and acceptance Details of how to apply under the Offer are set out in Section 4 of this Offer Document. The Entitlement of Eligible Shareholders to participate in the Offer will be determined on the Record Date. Your Entitlement is shown on the Entitlement and Acceptance form accompanying this Offer Document. You can also apply for Additional Shares under the Shortfall Offer in addition to your Entitlement by following the instructions set out in Section 4. The Shortfall Offer is described in Section 4.6 below. 3.6 No rights trading The rights to New Shares under the Offer are non-renounceable. Accordingly, there will be no trading of rights on the ASX and you may not dispose of your rights to subscribe for New Shares under the Offer to any other party. If you do not take up your Entitlement to New Shares under the Offer by the Closing Date, the Offer to you will lapse. 3.7 Pro-forma balance sheet The audited balance sheet as at 30 June 2024, auditor reviewed balance sheet as at 31 December 2024 and the unaudited pro-forma balance sheet as at 31 December 2024 shown below have been prepared on the basis of the accounting policies normally adopted by the Company and reflect the changes to its financial position. The pro-forma balance sheet has been prepared assuming all Entitlements are accepted, no Options or convertible securities are exercised prior to the Record Date and including expenses of the Offer. 2737-09/3653389_5 6 The pro-forma balance sheet has been prepared to provide investors with information on the assets and liabilities of the Company and pro-forma assets and liabilities of the Company as noted below. The historical and pro-forma financial information is presented in an abbreviated form, insofar as it does not include all of the disclosures required by Australian Accounting Standards applicable to annual financial statements. AUDITED ANNUAL REPORT 30 JUNE 2024 $ AUDITOR REVIEWED INTERIM FINANCIAL REPORT 31 DECEMBER 2024 $ Pro-FORMA BALANCE SHEET 31 DECEMBER 2024 $ Cash and Cash Equivalents1,3 94,556 678,462 2,964,326 Bank Term Deposits2 2,724,928 1,516,397 1,050,397 Other Receivables 101,164 121,138 121,138 Prepayments - 21,769 21,769 Total current assets 2,920,648 2,337,766 4,157,630 Financial Assets at Fair Value 247,000 251,750 251,750 Exploration and Evaluation Expenditure 1,910,453 1,898,712 1,898,712 Mine Development 52,346 52,346 52,346 Right-of-Use Asset 20,231 14,162 14,162 Restricted Cash2 838,700 838,700 1,304,700 Plant and Equipment 9,207 7,759 7,759 Total non-current assets 3,077,937 3,063,429 3,529,429 Total assets 5,998,585 5,401,195 7,687,059 Trade and Other Payables1 55,902 573,591 46,966 Lease Liability 12,574 13,312 13,312 Provisions and Accruals 37,940 12,000 12,000 Provision for Employee Entitlement 942 1,057 1,057 Total current liabilities 107,358 599,960 73,335 Lease liability 9,159 2,334 2,334 Rehabilitation provision 827,000 1,293,000 1,293,000 Total non-current liabilities 836,159 1,295,334 1,295,334 Total liabilities 943,517 1,895,294 1,368,669 Net assets 5,055,068 3,505,901 6,318,390 Contributed equity3 25,695,326 25,711,151 28,523,640 Reserves 1,015,858 1,015,858 1,015,858 Accumulated (losses) -21,656,116 -23,221,108 -23,221,108 Total equity 5,055,068 3,505,901 6,318,390 Assets Current assets Non-current assets Liabilities Current liabilities Non-current liabilities Equity 2737-09/3653389_5 7 Notes: 1. Settlement of trade creditors on 28/01/2025 of $526,625 towards accruals for acquisition of Central Yilgarn projects from Dreadnought Resources Limited: (a) (b) Cash Payment at Settlement: $225,000 + GST of $22,500; and 72,500,000 fully paid ordinary shares in the capital of the Company at a deemed valuation of $253,750 + GST of $25,375. 2. Increase of rehabilitation bond with Mineral Resources Tasmania for Nelson Bay River Mining Lease 3M/2011. 3. Placement at $0.0025 of 200,000,000 Shares to raise $500,000. $500,000 Rights issue at $0.003 of 758,130,946 Shares to raise $2,274,393, plus free attaching 151,626,189 Shares. $2,274,393 1,150,000,000 unlisted $0.005 options (expiry two years from the date of issue) at $0.00001 to raise $11,500. $11,500 6% fees for Lead Manager & Financial Advisor Fee -$167,154 Other Costs of the Offer (Printing & Postage, Share Registry, Legal and Listing Fees) -$60,000 Total 3.8 $2,558,739 Capital structure The effect of the Offer on the capital structure of the Company, assuming all Entitlements are accepted, is set out below. SHARES NUMBER Shares currently on issue1 1,516,261,892 New Shares offered pursuant to the Offer2 758,130,946 Free attaching New Shares offer pursuant to the Offer 2 151,626,189 Total Shares on issue after completion of the Offer 2,426,019,027 Notes: 1. As at the date of this Offer Document there are 1,516,261,892 Shares on issue. 2. This number may vary due to rounding of Entitlements and may increase as a result of the rounding up of New Shares offered under the Offer. 3. Subject to Shareholder approval, the Company will issue 1,140,000,000 Options (exercisable at $0.005 on or before the date that is two years from the date of issue) to raise $11,500 (before costs). Subject to Shareholder approval, Mr Loyalka will subscribe for and be issued 50,000,0000 Options, Mr Cotton will subscribe for and be issued 200,000,000 Options and Alto Capital will subscribe for and be issued 10,000,000 Options. Refer to the ASX announcement dated 11 March 2025 for further details. The capital structure on a fully diluted basis as at the date of this Offer Document would be 1,516,261,892 Shares and on completion of the Offer (assuming all Entitlements are accepted and no Options are issued and exercised prior to the Record Date) would be 2,426,019,027 Shares. No Shares on issue are subject to escrow restrictions, either voluntary or ASX imposed. 3.9 Dilution In addition to potential control impacts set out in Section 3.12, Shareholders should note that if they do not participate in the Offer, their holdings are likely to be diluted by approximately 37.5% (as compared to their holdings and number of Shares on issue as at the date of this Offer Document). Examples of how the dilution may impact Shareholders are set out in the table below: HOLDER HOLDING AS AT RECORD DATE APPROXIMATE ENTITLEMENTS HOLDINGS IF APPROXIMATE % AT RECORD UNDER THE OFFER NOT % POST OFFER DATE1 OFFER2 TAKEN UP Shareholder 1 50,000,000 3.30% 2737-09/3653389_5 30,000,000 50,000,000 2.06% 8 HOLDER HOLDING AS AT RECORD DATE APPROXIMATE ENTITLEMENTS HOLDINGS IF APPROXIMATE % AT RECORD UNDER THE OFFER NOT % POST OFFER DATE1 OFFER2 TAKEN UP Shareholder 2 25,000,000 1.65% 15,000,000 25,000,000 1.03% Shareholder 3 10,000,000 0.66% 6,000,000 10,000,000 0.41% Shareholder 4 1,000,000 0.07% 600,000 1,000,000 0.04% Shareholder 5 100,000 0.01% 60,000 100,000 0.004% Notes: 3.10 1. This is based on a share capital of 1,516,261,892 Shares at the date of this Offer Document. 2. Comprises of the New shares and free attaching New Shares under the Offer. 3. The dilutionary effect shown in the table is the maximum percentage on the assumption that those Entitlements not accepted by Eligible Shareholders are placed under the Shortfall Offer. In the event all Entitlements are not accepted and some or all of the resulting Shortfall was not subsequently placed, the dilution effect for each Shareholder not accepting their Entitlement would be a lesser percentage. Directors Interests and Participation Each Director’s relevant interest in the securities of the Company at the date of this Offer Document and their Entitlement is set out in the table below. DIRECTOR SHARES VOTING POWER (%)1 ENTITLEMENT2 $ Sanjay Loyalka 108,948,691 7.19% 65,369,215 $163,423 Richard Beazley 2,500,000 0.16% 1,500,000 $3,750 Ross Cotton 0 0% 0 $0 Martin Bennett 5,344,256 0.35% 3,206,554 $8,016 Notes: 1. This is based on a share capital of 1,516,261,892 Shares at the date of this Offer Document. 2. Comprises of the New Shares and free attaching New Shares under the Offer. The Board recommends all Shareholders take up their Entitlements. The Directors reserve the right to take up their respective Entitlement in whole or in part at their discretion. 3.11 Details of substantial holders The Company’s substantial holders and their Entitlement prior to the Offer are set out in the table below. SUBSTANTIAL HOLDER SHARES VOTING POWER (%)1 ENTITLEMENT2 $ RB Investments Pte Ltd 210,121,723 13.86% 126,073,034 $315,183 Sanjay Loyalka 108,948,691 7.19% 65,369,215 $163,423 Dreadnought Resources Limited 72,500,000 4.78% 43,500,000 $108,750 Notes: 1. This is based on a share capital of 1,516,261,892 Shares at the date of this Offer Document. The voting power is prior to the settlement of the Offer. 2. Comprises of the New Shares and free attaching New Shares under the Offer. In the event all Entitlements are accepted there will be no change to the substantial holders on completion of the Offer. 3.12 Effect on Control RB Investments Pte Ltd (RB Investments) is presently the Company’s largest substantial holder and is not a related party of the Company for the purposes of the Corporations Act. 2737-09/3653389_5 9 The issue of New Shares under the Offer to RB Investments may increase its voting power and dilute the shareholdings of other Shareholders to the extent they elect not to participate in the Offer. As noted in Section 3.11, RB Investments has voting power of 13.86% (210,121,723 Shares) The table below illustrates RB Investments present voting powers and the potential changes in voting power of the Company based on subscription under the Offer and the assumption that RB Investments takes its full Entitlement under the Offer. EVENT RB INVESTMENTS SHARES HELD BY RB INVESTMENTS VOTING POWER OF RB INVESTMENTS Record Date: 210,121,723 13.86% Offer fully subscribed 336,194,757 13.86% 75% of Offer subscribed 336,194,757 14.46% 50% of Offer subscribed 336,194,757 16.03% 25% of Offer subscribed 336,194,757 17.98% 0% of Offer subscribed 336,194,757 20.47% Assuming that no other Shareholder takes up their Entitlements and RB Investments Pte Ltd (RB Investments) takes up its full Entitlement, RB Investments could potentially be issued a total of 126,073,034 Shares which would result in a maximum aggregate holding by RB Investments of 336,194,757 Shares equivalent to a maximum voting power of 20.47% upon completion of the Offer. However, RB Investments has agreed with the Company that it will only take up its Entitlements to the point where it will not exceed 20% as a voting power in the Company. As such, the total amount that RB Investments may apply for under the Offer will depend on the number of Shareholders who take up their Entitlement also. The Board considers it unlikely that no other Shareholder will take up their Entitlements and no shortfall Shares will be placed under the Shortfall Offer, and to this end the Directors have reserved their rights to take up their respective Entitlement in whole or in part at their discretion. No person, including RB Investments, shall be entitled to acquire New Shares under the Offer if to do so would result in their or another person’s voting power increasing from 20% or below to more than 20% or from a starting point above 20% to below 90%. In general terms, the potential effect that the issue of the New Shares under the Offer will have on the control of the Company is as follows: (a) if all Eligible Shareholders take up their Entitlements under the Offer, the issue of New Shares under the Offer will have no effect on the control of the Company and all Shareholders will hold the same percentage interest in the Company, subject only to changes resulting from ineligible Shareholders being unable to participate in the Offer; (b) in the more likely event that there is a shortfall, Eligible Shareholders who do not subscribe for their full Entitlement of New Shares under the Offer and ineligible Shareholders unable to participate in the Offer will be diluted relative to those Shareholders who subscribe for some or all of their Entitlement as shown by the table in Section 3.9; and (c) in respect of any Shortfall, Eligible Shareholders will be entitled to top-up their shareholding, by subscribing for Additional Shares to be issued from the Shortfall pool (Shortfall Offer). However, the Company will only issue such Additional Shares pursuant to an application received where the Directors are satisfied, in their discretion, that the issue of Additional Shares will not increase the applicant’s voting power above 19.90%. The Company will ensure that the Offer (including the equitable dispersion of any Shortfall Shares) complies with the provisions of Chapter 6 of the Corporations Act and is otherwise 2737-09/3653389_5 10 consistent with the policy guidelines contained in ASIC Regulatory Guide 6 and Takeovers Panel Guidance Note 17. 3.13 Market Price of Shares The Company is a disclosing entity for the purposes of the Corporations Act and its Shares are enhanced disclosure securities quoted on ASX. The highest, lowest and last market sale prices of the Shares on ASX during the three months immediately preceding the date of release of this Offer Document and the respective dates of those sales were: Highest ($) DATE