ORION MINERALS LIMITED – ORN : Share Issue Notice under Section 708A(5)(e)

ORN : Share Issue ? Notice under Section 708A(5)(e): 
Orion Minerals Limited
Incorporated in the Commonwealth of Australia
Australian Company Number 098 939 274
ASX share code: ORN
JSE share code: ORN
ISIN: AU000000ORN1
("Orion" or "the Company")

Share Issue - Notice under Section 708A(5)(e)

Orion Minerals Limited (ASX/JSE: ORN) (Orion or the Company) announced on 16 April 2019 a pivotal $8M
capital raising underpinned by a group of high-profile South African investors as part of a proposed restructure of
the Company's Black Economic Empowerment (BEE) equity participation at project level, achieving
accelerated compliance with the ownership aspects of South African Mining Charter 3.

The $8.0M capital raising comprises the issue of 200.9M fully paid ordinary share (Shares) at an issue price of $0.04
per Share, together with one free attaching option for every two Shares issued (100.47M options at an exercise
price of $0.05 and an expiry date of 31 October 2019) (Options), to be conducted via a placement to
sophisticated and professional investors (Placement). The Options will not be quoted on the ASX or the JSE. The
Placement was made up of $4.69M in Tranche 1 issued in April 2019 and, subject to shareholder approval, which
was obtained at a general meeting on 7 June 2019, an additional $3.34M in Tranche 2.

On 6 September 2019, Orion issued 20,000,000 Shares in the Company at $0.04 per Share and 10,000,000 Options
(New Securities), to raise $0.8M, finalising the receipt of funds from investors for Tranche 2 commitments.

In addition, Orion announced today that the major component of the BEE Restructure referred to in its recent
announcements has now been completed, marking another important step forward for its flagship Prieska
Copper-Zinc Project in South Africa. The existing BEE shareholders in Repli Trading No. 27 (Pty) Ltd, Rich Rewards
Trading 437 (Pty) Limited and Bartotrax (Pty) Limited, being the Mosiapoa Family Trust and Power Matla (Pty) Ltd,
have exchanged their shares in Repli, Rich Rewards and Bartotrax (as applicable) for a total of 86,056,022
Shares, at a deemed issue price of $0.0314 per Share (BEE Restructure Shares).

In accordance with section 708A(5)(e) of the Corporations Act 2001 (Act), the Company advises as follows:
  1.  this notice is being given under paragraph 708A(5)(e) of the Act;
  2.  the Company issued the New Securities and BEE Restructure Shares without disclosure to investors under
      Part 6D.2 of the Act;
  3.  as at the date of this notice, the Company has complied with the provisions of Chapter 2M of the Act as
      they apply to the Company;
  4.  as at the date of this notice, the Company has complied with section 674 of the Act; and
  5.  all information of the kind that would be required to be disclosed to the market for the purposes of section
      708A(6)(e) of the Act has been disclosed to ASX Limited.

Denis Waddell

12 September 2019


Investors                              Media                                                         JSE Sponsor
Errol Smart - Managing                 Nicholas Read                      Barnaby Hayward            Rick Irving
Director & CEO
Denis Waddell - Chairman               Read Corporate, Australia          Tavistock, UK              Merchantec Capital
T: +61 (0) 3 8080 7170                 T: +61 (0) 419 929 046             T: +44 (0) 787 955 1355    T: +27 (0) 11 325 6363
E: info@orionminerals.com.au           E: nicholas@readcorporate.com.au   E: orion@tavistock.co.uk   E: rick@merchantec.co.za

Suite 617, 530 Little Collins Street
Melbourne, VIC, 3000

Date: 12/09/2019 09:45:00
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Orion Minerals kicks off BEE restructuring

Orion Minerals kicks off BEE restructuring

Base metals developer Orion Minerals has completed a major component of its black economic empowerment (BEE) restructuring.

The ASX- and JSE-listed miner on Thursday noted that its existing BEE shareholders in its subsidiary Repli, Rich Rewards and Bartrax, being the Masiapoa Family Trust and Power Matla, have exchanged their shares in the subsidiaries in exchange for 48.48-million and 37.58-million Orion shares, respectively.

To view the entire news release, click on the link