$12.9M Capital Raising to Unlock Mineral Hill Potential
Released
Released
Announcement PDF
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ASX/Media Announcement
KINGSTONRESOURCES.COM.AU
202/201 Miller Street,
North Sydney, NSW 2060
+61 2 8021 7492
info@kingstonresources.com.au
Follow us on X (Twitter)
@KSNResources
KINGSTONRESOURCES.COM.AU | ASX: KSN
$12.9 million Capital Raising to Unlock
the Potential of Mineral Hill
Overview
• $12.9 million Capital Raising – firm commitments received for a placement to raise $4.4
million followed by an $8.5 million underwritten entitlement offer at $0.035 per New Share.
• 25,000m drilling program – primary use of proceeds of the Capital Raising is to fund a
multi-rig (surface and underground) drilling program.
• Plant expansion studies – the Mineral Hill processing facility holds significant strategic
value as the only polymetallic concentrate plant in the South Cobar Basin with the ability
to produce gold doré. Key permits are in place to enable processing of up to 700ktpa.
• Strong balance sheet post capital raising to execute on drilling strategy – Kingston to
emerge well-funded with $32.3 million in cash (before costs), inclusive of the $10 million
cash payment due 11 July 2026 from the sale of the Misima Gold Project to Ok Tedi Mining
Limited1
.
________________________________________________________________________________________________
Kingston Resources Managing Director and CEO, Andrew Corbett comments:
“We thank all our shareholders for their ongoing support in securing a $12.9m Capital Raising
underpinned by our major shareholder Farjoy and highly respected institutional investors.
The 25,000m drill program is just the beginning and will be completed alongside plant expansion
studies as we look to right size the mill to support a future mining restart on an enlarged and
optimised basis. The Company is well positioned to execute the drilling program with more than
$30m in available capital including the $10m cash payment from Ok Tedi, in July 2026.
Owning the only polymetallic plant in the south Cobar region with the ability to produce gold doré
(Flotation and CIL) with expansion potential represents significant strategic value for our
shareholders.
Drilling will be initially focused on extensional underground drilling at SOZ and Jack’s Hut where
mineralisation is already well defined, along with surface drilling to test a new target at Parker’s
Hil East.
The plant is currently processing the remaining stockpiles on site and will transition to care and
maintenance in the coming weeks.
We thank our staff, mining contractors and the local community for their understanding and
support while we embark on our new strategy to create a bigger and better resource and reserve
base at Mineral Hill.”
1
See KSN ASX announcement dated 20 May 2025. There is a further $35 million in deferred consideration to be received, comprising $10
million in deferred cash, payable on a final investment decision (FID) to develop Misima and a 0.5% gross revenue royalty from Misima where
Ok Tedi has the right to buy-back the royalty for $25 million.
18 June 2026
KINGSTONRESOURCES.COM.AU | ASX: KSN 2
Operational & Strategic Update
Kingston Resources Limited (ASX: KSN) (Kingston or the Company) is pleased to announce an
updated capital raising of $12.9 million at an amended issue price of $0.035 per share to unlock the
potential of its 100% owned Mineral Hill operation located in the south Cobar region, 65km north
of Condobolin in New South Wales.
Following the decision to cease Pearse South open pit mining and delay the commencement of
underground production2
, the Company has worked expeditiously to develop a clear plan focused
on upgrading and expanding the existing Mineral Resource and Ore Reserve to support a longer
Life of Mine (LOM), larger production base to underpin future operational restart.
This updated strategy is centred around an exploration and resource drilling program at Mineral
Hill, comprising extensional, infill, step out and near mine exploration drilling.
Alongside the drilling program, Kingston will complete plant expansion studies aimed at
expanding the existing 350ktpa CIL and flotation processing facility to support future operations
on an enlarged basis. The Company already has most of the key permits and approvals to enable
expansion of the processing plant up to 700ktpa.
Strategic Value of the Company
Mineral Hill is strategically located with a fully permitted, 350ktpa (CIL and flotation) processing
facility in the heart of the south Cobar region. The ability of the plant to treat polymetallic ores and
refine precious metals is a key strategic value driver.
The forward work program is centred around increasing the mining inventory and completing
expansion studies to support a larger operation which is optimised for mining rates. The 25,000m
drilling program is the first large scale exploration program on Mineral Hill since the 1980’s and
creates a clear pathway to expand the existing resource and reserve base and make new
discoveries.
2
See KSN ASX announcement dated 11 June 2026.
KINGSTONRESOURCES.COM.AU | ASX: KSN 3
Figure 1: Strategic location of Mineral Hill in the south Cobar region.
Amended Capital Raising
Due to the trading in Kingston’s shares on 11 June 2026 and the conditions of the existing
Underwriting Agreement, in consultation with its advisers, the Company and the Underwriter
agreed to terminate the former Underwriting Agreement and enter into a new Underwriting
Agreement and revised placement. Since participation in the prior placement announced on 11
June 2026 was predicated on the terms of the former Underwriting Agreement, the Company and
the placement participants have agreed to terminate those placement arrangements and enter
into new placement arrangements.
Kingston is undertaking a $12.9 million Capital Raising (before costs) (Capital Raising) at an
amended issue price of $0.035 per New Share (Offer Price).
KINGSTONRESOURCES.COM.AU | ASX: KSN 4
Placement Details
The Company has received firm commitments from institutional, sophisticated and professional
investors for a Placement to raise approximately $4.4 million (before costs) via the issue of
approximately 125.7 million New Shares at the Offer Price (Placement).
Kingston’s largest shareholder Farjoy Pty Limited (17.6%) (Major Shareholder) has committed to
subscribe for $1.6 million of the Placement, resulting in a post placement shareholding of 19.9%.
New Shares issued under the Placement will be issued pursuant to the Company’s existing
placement capacity under ASX Listing Rule 7.1.
The Offer Price represents a:
• 12.5% discount to the last closing price of $0.040 per share as at 11 June 2026; and a
• 30.7% discount to the 5-day VWAP of $0.0505 per share up to and including 11 June 20263
.
New Shares issued under the Placement will rank pari passu with existing fully paid ordinary shares
on issue.
Fully Underwritten Entitlement Offer
The Company is also intending to undertake a fully underwritten, one (1) for four (4) non-
renounceable entitlement offer to raise approximately $8.5 million (before costs) via the issue of
approximately 241.9 million New Shares at the Offer Price (Entitlement Offer).
The Entitlement Offer is underwritten by Argonaut Corporate Finance Limited (Argonaut or the
Underwriter).
The Major Shareholder has committed to subscribe for its full entitlement in the Entitlement Offer
being approximately $1.7 million.
Only Kingston shareholders with a registered address in Australia, New Zealand, the European
Union (excluding Austria), Hong Kong and Singapore will be eligible to participate in the
Entitlement Offer (Eligible Shareholders).
The proposed Record Date for the Entitlement Offer is 7:00pm AEST on Tuesday, 30 June 2026
(refer to the Indicative Timetable set out below for further information).
Further information on the Entitlement Offer will be contained in a prospectus, scheduled to be
lodged on Thursday, 25 June 2026 and despatched to Eligible Shareholders on Friday, 3 July 2026
(the Prospectus). Eligible Shareholders should consider the Prospectus carefully before deciding
whether to participate in the Entitlement Offer and consult with their professional advisers if they
have any queries.
The Prospectus will contain a shortfall dispersion policy consistent with the Underwriting
Agreement, under which Shortfall Shares will be allocated firstly, to Eligible Shareholders who
validly apply for their full entitlement and additional New Shares applied for by Eligible
Shareholders in excess to a maximum of 100% of their full entitlement (Top-Up Shares); secondly,
via a shortfall bookbuild undertaken by the lead manager to institutional investors (in consultation
with the Board and nominated by the Underwriter), with no institutional investor increasing voting
power above 20% under the shortfall bookbuild; thirdly, to sub-underwriters, to the extent of their
sub-underwriting and finally, any remaining shortfall to the Underwriter or its nominees.
3
The 5-day VWAP is calculated excluding days that the Company was suspended from trading on the ASX.
KINGSTONRESOURCES.COM.AU | ASX: KSN 5
In the event the Major Shareholder receives their maximum sub-underwritten amount and no
Eligible Shareholders take up their entitlements, the Major Shareholder’s voting power would
increase to approximately 30.1% upon completion of the Capital Raising.
The obligations of Argonaut to underwrite the Entitlement Offer are subject to the satisfaction of
certain conditions precedent. A summary of the conditions precedent and termination events is
set out in Annexure 1 to this announcement.
Use of Proceeds
Sources
Current Cash - 11 June 2026 $m 9.4
Placement Proceeds (before costs) $m 4.4
Entitlement Offer Proceeds (before costs) $m 8.5
Deferred Cash Consideration – 11 July 20264
$m 10.0
Total Sources $m 32.3
Uses
Drilling, Resource & Reserve Estimates and Plant Expansion
Studies
$m 12.2
Redundancy & Fleet Demobilisation Costs $m 5.0
C&M Costs $m 6.7
Capital Raising Costs $m 0.8
Working Capital & Corporate $m 7.6
Total Uses $m 32.3
Following completion of the Capital Raising, the Company will be well funded to unlock the
potential of Mineral Hill with $32.3 million in cash, including the $10.0 million cash payment to be
received on 11 July 2026. In addition, the Company holds a cash backed bond of $7.5 million.
4
See KSN ASX announcement dated 11 July 2025 (Kingston Receives $50 million from Misima Divestment) - the additional milestone
payments; $10 million (one year post completion, due 11 July 2026), $10 million (FID) and $25 million (royalty buy-back option).
Note: Rounding errors may occur.
KINGSTONRESOURCES.COM.AU | ASX: KSN 6
Capital Structure on Completion of the Capital Raising
Upon completion of the Capital Raising, the Company’s indicative capital structure is set out below,
subject to rounding and reconciliation on Entitlement proceeds:
Capital Structure Pre-Capital Raising Post-Capital Raising
Offer Price $/sh 0.035 0.035
Existing Shares on Issue m 841.9 841.9
Shares Issued under Placement m 125.7
Shares Issued Under Entitlement Offer m 241.9
Shares on Issue Post Completion m 841.9 1,209.5
Options on Issue m 25.4 25.4
Warrants on Issue m 130.4 130.4
Total Options and Warrants m 155.8 155.8
Implied Market Capitalisation (Undiluted) $m 29.5 42.3
Cash $m 9.4 22.3
Debt (equipment loans) $m 6.0 6.0
Enterprise Value $m 26.1 26.1
Deferred Misima Payment
To be received on 11 July 2026 $m 10
Forward Work Plan
• 25,000m drill program to accelerate resource and reserve growth – extensive
underground and surface drilling program to target increases in Measured and Indicated
Resources and pursue high priority exploration targets with a diamond drill rig already
mobilised and drilling underground at Southern Ore Zone (SOZ).
o SOZ – several extensional drill ready targets identified including the G/H and Upper A
Lodes to increase scale and extend the life of mine (LOM).
o Jack’s Hut – extensive exploration potential down-dip, along strike and within the
Jack’s Hut – Iodide Link Zone and Jack’s Hut – Eastern Ore Zone (EOZ) Link Zone; and
o Parker’s Hill East – a newly identified exploration target.
• Near Term Mineral Resource Upgrades – for SOZ and Jack’s Hut to increase the Measured
and Indicated Resource;
• Plant expansion studies to right size the configuration of Mineral Hill for future
production – the existing processing facility has key permits in place to increase the
processing rate up to 700ktpa. Studies will consider the optimal processing rate for the
LOM, consistent with the expected underground mining rates; and
• Increasing the Mineral Hill Ore Reserve – to set the foundation for a longer mine life, larger
production base to support an operational restart and underpin the future expansion.
Note: Rounding errors may occur.
KINGSTONRESOURCES.COM.AU | ASX: KSN 7
Figure 2: View of the Mineral Hill underground deposits with key extensions targets highlighted.
Figure 3: Plan map of drill targets.
KINGSTONRESOURCES.COM.AU | ASX: KSN 8
Indicative Timetable
Event Date
Announcement of the Placement and intention to undertake the
Entitlement Offer (Pre-Open), lodgement of Appendix 3B for the Placement
and Recommencement of Trading
Thursday, 18 June 2026
Settlement of Placement Wednesday, 24 June 2026
Allotment of New Shares under Placement and lodgement of Appendix 2A
for the Placement
Thursday, 25 June 2026
Lodgement of Prospectus for Entitlement Offer and cleansing of Placement
shares and lodgement of Appendix 3B for the Entitlement Offer
Thursday, 25 June 2026
Ex Date for Entitlement Offer Monday, 29 June 2026
Record Date for Entitlement Offer Tuesday, 30 June 2026
Opening Date of the Entitlement Offer and Despatch of the Prospectus Friday, 3 July 2026
Entitlement Offer Closes Tuesday, 14 July 2026
New Shares for Entitlement Offer quoted on a Deferred Settlement Basis Wednesday, 15 July 2026
Shortfall notification to the Underwriter Thursday, 16 July 2026
Allotment Date for New Shares and Top Up Shares under the Entitlement
Offer to Eligible Shareholders and lodgement of Appendix 2A
Tuesday, 21 July 2026
Shortfall Settlement Date for New Shares to the Underwriter (or sub-
underwriter(s)) under the Entitlement Offer
Thursday, 23 July 2026
Allotment Date for New Shares to Underwriter (or sub-underwriter(s)) under
the Entitlement Offer shortfall and lodgement of Appendix 2A for shortfall
Friday, 24 July 2026
Note: The timetable shown is indicatively only and subject to change.
Advisers
Argonaut is acting as Underwriter in respect of the Entitlement Offer. Argonaut Securities Pty Ltd
is acting as Lead Manager on the Capital Raising. HopgoodGanim is acting as legal adviser to the
Company on the Capital Raising.
This release has been authorised by the Kingston Resources Limited Board.
For all enquiries, please contact Managing Director, Andrew Corbett, on +61 2 8021 7492.
KINGSTONRESOURCES.COM.AU | ASX: KSN 9
Mineral Resources and Ore Reserves
Mineral Hill JORC (2012 Ed.) Mineral Resource and Ore Reserve.
Resource
Category
Tonnes
kt
Grade Metal
Au Cu Pb Zn Ag Au Cu Pb Zn Ag
g/t % % % g/t koz kt kt kt koz
Measured 327 1.90 1.20 0.54 0.33 10 20 4 2 1 109
Indicated 5,658 0.76 1.06 1.69 1.04 32 138 58 93 57 6,083
Inferred 3,999 1.10 0.84 1.13 0.95 21 142 33 45 37 2,661
Total 9,984 0.93 0.97 1.42 0.98 28 300 95.2 139.3 95.4 8,853
Reserve
Category
Tonnes Au Cu Pb Zn Ag Au Cu Pb Zn Ag
kt g/t % % % g/t koz kt kt kt koz
Proved - - - - - -
Probable 700 1.40 0.80 1.90 1.60 20 30 6 13 11 450.0
Total 700 1.40 0.80 1.90 1.60 20 30 6 13 11 450.0
1. Due to rounding to appropriate significant figures, minor discrepancies may occur, tonnages are dry metric tonnes.
2. Probable Ore Reserves are derived from Indicated Mineral Resources.
3. The Ore Reserves do not include, or depend upon, Inferred Mineral Resources.
4. The Ore Reserves form part of the Mineral Resources.
Competent Persons Statement and Disclaimer
The information in this report that relates to Exploration Results and Mineral Resources is based
on information compiled by Mr. Stuart Hayward BAppSc (Geology) MAIG, a Competent Person who
is a member of the Australian Institute of Geoscientists. Mr. Hayward is an employee of the
Company. Mr. Hayward has sufficient experience that is relevant to the style of mineralisation and
type of deposit under consideration and to the activity being undertaken to qualify as a Competent
Person as defined in the 2012 Edition of the “Australasian Code for Reporting of Exploration Results,
Mineral Resources and Ore Reserves”. Mr. Hayward confirms that the information in the market
announcement provided is an accurate representation of the available data and studies for the
material mining project and consents to the inclusion in this report of the matters based upon the
information in the form and context in which it appears.
The Competent Person signing off on the overall underground SOZ Ore Reserves Estimate is Mr.
Steven Weckert BE ME (Min) CP, of Australian Mine Design and Development Pty Ltd, who is a
Member of the AusIMM and who has sufficient relevant experience in operations and consulting
for underground metalliferous mines. Mr. Weckert consents to the inclusion in this report of the
information pertaining to the Mineral Hill SOZ Ore Reserve in the form and context in which it
appears.
The Mineral Hill Mineral Resource estimates included in this announcement were released in ASX
announcements on 15 March 2023 (Pearse South), 21 March 2023 (Jack’s Hut) and 13 November
2025 (Southern Ore Zone, Red Terror and Parkers Hill). The Ore Reserve estimate outlined was
released in ASX announcements on 30 September 2024 (Southern Ore Zone). Further information
is included within the original announcements.
Kingston is not aware of any new information or data that materially affects the information
included in this announcement. All material assumptions and technical parameters underpinning
the Mineral Resource estimates and production targets continue to apply and have not materially
changed.
KINGSTONRESOURCES.COM.AU | ASX: KSN 10
Forward Looking Statements
Certain statements contained in this announcement, including information as to the future
financial or operating performance of Kingston and its projects, are forward-looking statements.
Such forward looking statements: include, among other things, statements regarding incomplete
and uncertain proposals or targets, production and prices, operating costs and results, capital
expenditures, and are or may be based on assumptions and estimates related to future technical,
economic, market, political, social and other conditions; are necessarily based upon a number of
estimates and assumptions that, while considered reasonable by Kingston, are inherently subject
to significant technical, business, economic, competitive, political and social uncertainties and
contingencies; and involve known and unknown risks and uncertainties that could cause actual
events or results to differ materially from estimated or anticipated events or results reflected in
such forward looking statements.
Kingston disclaims any intent or obligation to update publicly any forward-looking statements,
whether as a result of new information, future events or results or otherwise. The words "believe",
"expect", "anticipate", "indicate", "contemplate", "target", "scope", "plan", "intends", "continue",
"budget", "estimate", "may", "will", "schedule" and similar expressions identify forward looking
statements. All forward-looking statements made in this announcement are qualified by the
foregoing cautionary statements. Forward-looking statements are not guarantees of future
performance and accordingly investors are cautioned not to put undue reliance on forward-looking
statements due to the inherent uncertainty therein.
KINGSTONRESOURCES.COM.AU | ASX: KSN 11
Annexure 1 - Summary of the conditions precedent and termination events in
Underwriting Agreement
Summary of termination events and conditions precedent to underwriting in the Underwriting
Agreement between the Company and Argonaut Corporate Finance Limited. In this Annexure,
Lodgement Date is a reference to lodgement of the Prospectus and Settlement Date is a reference
to the business day prior to the Allotment Date for the New Shares issued to Eligible Shareholders
under the Entitlement Offer.
Part 1 – Non-materiality qualified Termination Events
(Material Adverse Change) any material adverse change occurs.
(Listing) The Company ceases to be admitted to the official list of ASX or the Shares cease to be
quoted on ASX after the Announcement Date, or it is announced by ASX or the Company that such
an event will occur.
(ASX approval) Unconditional approval by ASX for official quotation of the Entitlement Shares is
refused or is not granted by the time required to conduct the Offer in accordance with the
Timetable or, if granted, is modified or withdrawn.
(Insolvency) The Company or a Subsidiary is Insolvent or there is an act or omission, or a
circumstance arises, which is likely to result in the Company or a Subsidiary becoming Insolvent.
(Defect) There is a defect or circumstances arise that gives rise to a defect, meaning:
I. a material statement in any Offer Document is a misleading or deceptive statement;
II. an Offer Document has omitted from it a matter or thing, the omission of which renders
that (or any other) Offer Document misleading in a material respect; or
III. in respect of the cleansing notice, it is defective
(Withdrawal of Prospectus) The Company withdraws the Prospectus, terminates the Placement
or the Offer or notifies the Underwriter or ASX in writing that it does not wish to proceed with all
or any part of the Placement or the Offer.
(Refund to investors) The Company repays monies received pursuant to the Placement or the
Offer or the Company offers applicants under the Placement or Offer the opportunity to withdraw
their application for Shares and be repaid their application money.
(Takeovers Panel) The Takeovers Panel makes, or an application is made to the Takeovers Panel
seeking, a declaration that circumstances in relation to the affairs of the Company are
unacceptable circumstances under Pt 6.10 of the Corporations Act, except in circumstances where
the application has not become public and it has been withdrawn by the date that is the earlier of:
I. 5 Business Days immediately preceding the Settlement Date; or
II. the date that is two Business Days after the application is received.
(Application) There is an application to a court or Governmental Agency (including the Takeovers
Panel) for an order, declaration (including of unacceptable circumstances) or other remedy in
connection with the Offer (or any part of it), except in circumstances where the application has not
become public and it has been withdrawn by the date that is the earlier of:
I. 5 Business Days immediately preceding the Settlement Date; or
II. the date that is two Business Days after the application is received.
KINGSTONRESOURCES.COM.AU | ASX: KSN 12
(Offer force majeure) There is an event or occurrence, including any statute, order, rule, regulation,
directive or request of any Governmental Agency, which makes it illegal for either of the
Underwriter or the Company to satisfy an obligation of the agreement, or to market, promote or
settle the Offer.
(Board or KMP changes) There is any change to the Board or KMP of the Company, or a
prospective change is announced with regards to the Board or KMP.
(ASIC or ASX correspondence): The Company receives correspondence from ASX or ASIC which
in the reasonable opinion of any or all Underwriter would cause or contribute to a material adverse
change.
(Regulatory action in relation to Directors and Senior Executives):
I. a director or the Chief Executive Officer or Chief Financial Officer of the Company is charged
with an indictable offence or fraudulent conduct;
II. any director of the Company is disqualified under the Corporations Act from managing a
corporation; or
III. any regulatory body (other than the Takeovers Panel) commences any public action against
the Company, or any director or the Chief Executive Officer or Chief Financial Officer of the
Company, or publicly announces that it intends to take any such action.
(Conduct) The Company or a current Director, officer or other current KMP of the Company or any
Group Member commits any act of fraud, wilful or reckless misconduct or negligence, or which is
misleading or deceptive in any respect, whether by act or omission and whether or not in
connection with the Offer or is charged with having committed any of the foregoing.
(Unable to issue) The Company is unable to issue or prevented from issuing the Placement Shares
or the Entitlement Shares as contemplated by the agreement, including by virtue of the ASX
Listing Rules, applicable laws, a Governmental Agency, an interim or final stop order from ASIC
under section 739 of the Corporations Act (or ASIC holding a hearing under section 739 of the
Corporations Act or makes an application under section 1324 or 1324B of the Corporations Act) or
an order of a court of competent jurisdiction within the period required by the ASX Listing Rules
or Timetable.
(Capital structure) There is an alteration to the Company's capital structure without the prior
consent of the Underwriter or as otherwise provided in the agreement or contained within the ASX
Disclosures.
(Market fall) The S&P/ASX 200 Index on and from the date of the agreement up to and including
the Settlement Date, has fallen to a level that is 12.5% or more below its level as at the close of
trading on the Business Day before the date of the agreement.
(ASIC action) ASIC:
I. issues proceedings in relation to the Company;
II. makes an order or interim order under section 739 or section 1324B of the Corporations Act
concerning the Prospectus;
III. applies for an order under Part 9.5 in relation to the Offer or any Information Document; or
IV. holds, or gives notice of intention to hold, a hearing or investigation in relation to the Offer
or any Information Document under the Corporations Act or the Australian Securities and
Investments Commission Act 2001 (Cth); or
KINGSTONRESOURCES.COM.AU | ASX: KSN 13
V. prosecutes or gives notice of an intention to prosecute or commences proceedings against,
or gives notice of an intention to commence proceedings against the Company or any of
its officers, employees or agents in relation to the Offer or any Information Document,
except in each case in circumstances where the existence of the application, hearing, inquiry,
investigation, prosecution or notice has not become public and it has been withdrawn by the date
that is the earlier of:
VI. 5 Business Days immediately preceding the Settlement Date; or
VII. the date that is 2 Business Days after the application, hearing, inquiry, investigation,
prosecution or notice is commenced or received.
(Certificate) A Certificate which is required to be furnished by the Company under the agreement
is not furnished when required, or if furnished is untrue, incorrect or misleading or deceptive in any
respect (including by omission).
(Timetable) Any event specified in the Timetable is delayed by more than two Business Days.
(Information Documents) Any:
I. statement in an Information Document is or becomes false, misleading or deceptive in any
material respect or likely to mislead or deceive (including by omission);
II. Information Document does not contain all information required to comply with all
applicable laws;
III. Information Document is withdrawn;
IV. the issue of an Information Document is or becomes misleading or deceptive or likely to
mislead or deceive.
(section 730 notice) A person gives a valid notice to the Company under section 730 of the
Corporations Act.
(Compliance) The Company commits a breach of the Corporations Act, ASX Listing Rules, its
Constitution, or other applicable laws.
(unauthorised change) The Company or a Group Member:
I. disposes, or agrees to dispose, of the whole, or a substantial part, of its business or property;
II. ceases or threatens to cease to carry on business; or
III. amends its Constitution or other constituent document of a Group Member.
(Representations and warranties) A representation or warranty made or given by the Company
under the agreement is breached or proves to be, or has been, or becomes, untrue or incorrect or
misleading or deceptive.
(Regulatory action) Any regulatory body commences any enquiry or public action against a Group
Member.
(New circumstance) A new circumstance arises which is a matter adverse to investors in
Entitlement Shares and which would have been required by the Corporations Act to be included
in the Information Documents had the new circumstance arisen before the Information
Documents were given to ASX.
(Litigation) Litigation, arbitration, administrative or industrial proceedings of any nature are after
the date of the agreement commenced against any Group Member or against any director of the
Company in their capacity as such.
KINGSTONRESOURCES.COM.AU | ASX: KSN 14
(Offer Documents issued or varied without approval) The Company:
I. issues an Offer Document without the prior approval of the Underwriter (such approval not
to be unreasonably withheld or delayed); or
II. varies an existing Offer Document without the prior approval of the Underwriter (such
approval not to be unreasonably withheld or delayed).
(Withdrawal of consent):
III. any person whose consent to the issue of the Prospectus or any supplementary prospectus
is required by section 720 of the Corporations Act and who has previously consented to the
issue of the Prospectus or any supplementary prospectus withdraws such consent;
IV. any person gives a notice under section 733(3) of the Corporations Act; or
V. any person who has previously consented to the inclusion of their name or any statement
in the Prospectus or any supplementary prospectus withdraws that consent (other tha
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