Update - Proposed issue of securities - HGO
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Released
Announcement PDF
Appendix 3B - Proposed issue of securities
Appendix 3B - Proposed issue of securities 1 / 6
Update Summary
Entity name
HILLGROVE RESOURCES LIMITED
Announcement Type
Update to previous announcement
Date of this announcement
25/5/2026
Reason for update to a previous announcement
Update to Conditions and Issue Date.
Refer to next page for full details of the announcement
Appendix 3B - Proposed issue of securities
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Part 1 - Entity and announcement details
1.1 Name of +Entity
HILLGROVE 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
ABN
Registration Number
73004297116
1.3 ASX issuer code
HGO
1.4 The announcement is
1.4a Reason for update to a previous announcement
Update to Conditions and Issue Date.
1.4b Date of previous announcement to this update
21/5/2026
1.5 Date of this announcement
25/5/2026
1.6 The Proposed issue is:
A placement or other type of issue
Update/amendment to previous announcement
Appendix 3B - Proposed issue of securities
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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?
7A.1a Conditions
Approval/Condition
Other (please specify in
comment section)
Date for determination
22/5/2026
Is the date estimated or
actual?
** Approval
received/condition met?
Yes
Comments
Conditional on the renewal of EL 6592 on terms reasonably acceptable to Hillgrove, please refer to ASX announcement
titled 'Hillgrove and Havilah enter Mutooroo Partnership' dated 21 May 2026 for further details.
EL 6592 was renewed on terms acceptable to Hillgrove on 22 May 2026
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)?
Will the proposed issue of this
+security include an offer of
attaching +securities?
Details of +securities proposed to be issued
ASX +security code and description
HGO : ORDINARY FULLY PAID
Number of +securities proposed to be issued
116,279,070
Offer price details
Are the +securities proposed to be issued being issued for a cash
consideration?
No
Yes
Existing class
Actual
Yes
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Please describe the consideration being provided for the +securities
Please refer to ASX announcement titled 'Hillgrove and Havilah enter Mutooroo Partnership' dated 21 May 2026 for
further details.
Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities
5,000,000.000000
Will these +securities rank equally in all respects from their issue date with
the existing issued +securities in that class?
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)?
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 do not have +CDIs issued over them)
Have you received confirmation from ASX that the terms
of the proposed +securities are appropriate and
equitable under listing rule 6.1?
Will the entity be seeking quotation of the 'new' class of
+securities on ASX?
ASX +security code
New class-code to be confirmed
+Security description
OPTION EXPIRING 30-JUL-2028 EX $0.052
+Security type
Options
Number of +securities proposed to be issued
116,279,070
Offer price details
Are the +securities proposed to be issued being issued for a cash consideration?
Please describe the consideration being provided for the +securities
Please refer to ASX announcement titled 'Hillgrove and Havilah enter Mutooroo Partnership' dated 21 May 2026 for
further details
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
No
No
No
New class
Yes
Appendix 3B - Proposed issue of securities
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Options details
+Security currency
AUD - Australian Dollar
Exercise price
AUD 0.0520
Expiry date
30/7/2028
Details of the type of +security that will be issued if the option is exercised
HGO : ORDINARY FULLY PAID
Number of securities that will be issued if the option is exercised
One Fully Paid Ordinary Share (ASX:HGO)
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
5/6/2026
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?
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?
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?
232,558,140
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)?
7D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue?
7D.3 Will any of the +securities to be issued be +restricted securities for the purposes of the listing rules?
7D.4 Will any of the +securities to be issued be subject to +voluntary escrow?
7D.4a Please enter the number and +class of the +securities subject to +voluntary escrow and the date from which
they will cease to be subject to +voluntary escrow
50% of securities (58,139,535 fully paid ordinary shares and 58,139,535 options) issued pursuant to the up-front
consideration will be subject to voluntary escrow for a period of 6 months, with the remaining 50% (58,139,535 fully paid
ordinary shares and 58,139,535 options) subject to voluntary escrow for a period of 12 months.
Yes
No
No
No
Yes
No
Appendix 3B - Proposed issue of securities
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Part 7E - Fees and expenses
7E.1 Will there be a lead manager or broker to the proposed issue?
7E.2 Is the proposed issue to be underwritten?
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
Please refer to ASX announcement titled 'Hillgrove and Havilah enter Mutooroo Partnership' dated 21 May 2026 for
further details
7F.1 Will the entity be changing its dividend/distribution policy if the proposed issue proceeds?
7F.2 Any other information the entity wishes to provide about the proposed issue
Please refer to ASX announcement titled 'Hillgrove and Havilah enter Mutooroo Partnership' dated 21 May 2026 for
further details, including potential FID consideration.
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)
No
No
No
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