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PROSPECTUS 2021 for an Initial Public Offer of 30,000,000 Shares to Be Issued at a Price of $0.20 Per Share to Raise $6,000,000 (Before Costs)

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PROSPECTUS 2021 for an Initial Public Offer of 30,000,000 Shares to Be Issued at a Price of $0.20 Per Share to Raise $6,000,000 (Before Costs) PROSPECTUS 2021 For an initial public offer of 30,000,000 Shares to be issued at a price of $0.20 per Share to raise $6,000,000 (before costs) LEGAL ADVISER CORPORATE ADVISER MIDAS MINERALS LIMITED ACN 625 128 770 2 Prospectus For an initial public offer of 30,000,000 Shares to be issued at a price of $0.20 per Share to raise $6,000,000 (before costs) This Prospectus has been issued to provide information on the offer of 30,000,000 Shares to be issued at a price of $0.20 per Share to raise $6,000,000 (before costs) (Public Offer). This Prospectus also incorporates the offer of 3,000,000 Options to be issued to the Lead Manager (or its nominees) as part consideration for capital raising services provided to the Company (Lead Manager Offer). It is proposed that the Public Offer and the Lead Manager Offer (together, the Offer) will close at 5.00pm (WST) on 10 August 2021. The Directors reserve the right to close the Offer earlier or to extend this date without notice. Applications must be received before that time. The Offer pursuant to this Prospectus is subject to a number of conditions precedent as outlined in Section 1.2 of this Prospectus. This is an important document and requires your immediate attention. It should be read in its entirety. Please consult your professional adviser(s) if you have any questions about this Prospectus. Investment in the Securities offered pursuant to this Prospectus should be regarded as highly speculative in nature, and investors should be aware that they may lose some or all of their investment. Refer to Section 3 for a summary of the key risks associated with an investment in the Securities. MIDAS MINERALS LIMITED PROSPECTUS Table of Contents Important Information 4 Corporate Directory 6 Letter from the Chair 7 Key Offer Details 8 Indicative Timetable 8 Investment Overview 9 1. Details of the Offer 20 2. Company Overview 29 3. Risk Factors 45 4. Financial Information 52 5. Board, Management and Corporate Governance 65 6. Material Contacts 73 7. Additional Information 78 8. Authorisation 87 9. Glassary of Terms 89 Annexure A: Independent Limited Assurance Report 93 Annexure B: Solicitor’s Report 99 Annexure C: Independent Geological Report 142 Important Information The Offer Period. No preference will be conferred upon Applications This Prospectus is issued by Midas Minerals Limited (ACN received during the Exposure Period. 625 128 770) (Company) for the purpose of Chapter 6D No cooling-off rights of the Corporations Act 2001 (Cth) (Corporations Act). The Cooling-off rights do not apply to an investment in Shares Public Offer contained in this Prospectus is an initial public issued under this Prospectus. This means that, in most offering to acquire fully paid ordinary shares (Shares) in the circumstances, you cannot withdraw your Application once it Company. has been accepted. Prospectus Conditional Offer This Prospectus is dated, and was lodged with ASIC on, 12 The Offer contained in this Prospectus is conditional on July 2021. Neither ASIC nor ASX (or their respective officers) certain events occurring. If these events do not occur, the take any responsibility for the contents of this Prospectus or Offer will not proceed and investors will be refunded their the merits of the investment to which this Prospectus relates. Application Monies without interest. Please refer to Section The expiry date of this Prospectus is 5.00pm WST on that 1.2 for further details on the conditions attaching to the Offer. date which is 13 months after the date this Prospectus was lodged with ASIC. No Shares will be issued on the basis of Electronic Prospectus and Application Forms this Prospectus after that expiry date. During the Exposure Period, an electronic version of this Application will be made to ASX within seven days of the Prospectus (without an Application Form) will be available date of this Prospectus for Official Quotation of the Shares from https://midasmineralsipo.thereachagency.com only the subject of the Offer. to persons in Australia. Application Forms will not be made available until after the Exposure Period has expired. No person is authorised to give any information or to make any representation in connection with the Offer, other The Offer constituted by this Prospectus in electronic form than as is contained in this Prospectus. Any information or is only available to persons receiving an electronic version representation not contained in this Prospectus should not of this Prospectus and relevant Application Form within be relied on as having been made or authorised by the Australia. Company or the Directors in connection with the Offer. The Prospectus is not available to persons in other It is important that you read this Prospectus in its entirety jurisdictions in which it may not be lawful to make such an and seek professional advice where necessary. The Shares invitation or offer to apply for Securities. If you access the the subject of this Prospectus should be considered highly electronic version of this Prospectus, you should ensure that speculative. you download and read the Prospectus in its entirety. Canaccord Genuity (Australia) Limited have acted as Persons having received a copy of this Prospectus in its Lead Manager to the Public Offer. To the maximum electronic form may obtain an additional paper copy of extent permitted by law, the Lead Manager and each of this Prospectus and the relevant Application Form (free of its affiliates, officers, employees and advisers expressly charge) from the Company's registered office during the disclaim all liabilities in respect of, make no representations Offer Period by contacting the Company as detailed in the regarding, and take no responsibility for, any part of this Corporate Directory. Prospectus other than references to their name and make Applications will only be accepted on the relevant no representation or warranty as to the currency, accuracy, Application Form attached to, or accompanying, this reliability or completeness of this Prospectus. Prospectus or in its paper copy form as downloaded in its The Company, the Share Registry and the Lead Manager entirety from https://midasmineralsipo.thereachagency.com. disclaim all liability, whether in negligence or otherwise, The Corporations Act prohibits any person from passing on to persons who trade Shares before receiving their holding to another person the Application Form unless it is attached statement. to a paper copy of the Prospectus or the complete and unaltered electronic version of this Prospectus. Exposure Period Prospective investors wishing to subscribe for Shares under The Corporations Act prohibits the Company from processing the Public Offer should complete the relevant Application Applications in the seven day period after the date of this Form. If you do not provide the information required on the Prospectus (Exposure Period). The Exposure Period may Application Form, the Company may not be able to accept be extended by ASIC by up to a further seven days. The or process your Application. purpose of the Exposure Period is to enable this Prospectus to be examined by market participants prior to the raising of No document or information included on the Company's funds. You should be aware that this examination may result website is incorporated by reference into this Prospectus. in the identification of deficiencies in this Prospectus. In such Offers outside Australia circumstances, any Application that has been received may No action has been taken to register or qualify the Securities need to be dealt with in accordance with section 724 of the the subject of this Prospectus, or the Offer, or otherwise to Corporations Act. Applications under this Prospectus will permit the public offering of the Securities, in any jurisdiction not be processed by the Company until after the Exposure outside Australia. The distribution of this Prospectus in MIDAS MINERALS LIMITED PROSPECTUS IMPORTANT INFORMATION jurisdictions outside of Australia may be restricted by law forward-looking statements. and persons who come into possession of this Prospectus The Company has no intention to update or revise forward- outside of Australia should seek advice on and observe any looking statements, or to publish prospective financial such restrictions. Any failure to comply with such restrictions information in the future, regardless of whether new may constitute a violation of applicable securities laws. information, future events or any other factors affect the This Prospectus does not constitute an offer of Securities in information contained in this Prospectus, except where any jurisdiction where, or to any person to whom, it would required by law. be unlawful to issue this Prospectus, except to the extent The Company cannot and does not give assurances that the permitted below. results, performance or achievements expressed or implied in The Offer constituted by this Prospectus is only available to the forward-looking statements contained in this Prospectus persons receiving this Prospectus and an Application Form will actually occur and investors are cautioned not to place within Australia. undue reliance on these forward-looking statements. Speculative Investment Photographs and Diagrams The Securities offered pursuant to this Prospectus should be Photographs used in this Prospectus which do not have considered highly speculative. There is no guarantee that descriptions are for illustration only and should not be the Securities offered pursuant to this Prospectus will make a interpreted to mean that any person shown endorses this return on the capital invested, that dividends will be paid on Prospectus or its contents or that the assets shown in them are the Securities or that there will be an increase in the value of owned by the Company. Diagrams used in this Prospectus the Securities in the future. are illustrative only and may not be drawn to scale.
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