Appendix 3B: Proposed Issue of Securities 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”) Appendix 3B: Proposed Issue of Securities Announcement Summary Entity name ORION MINERALS LTD Announcement Type New announcement Date of this announcement Friday August 7, 2020 The Proposed issue is: A placement or other type of issue Total number of +securities proposed to be issued for a placement or other type of issue ASX +security code +Security description Maximum Number of +securities to be issued ORN ORDINARY FULLY PAID 19,100,725 Proposed +issue date Wednesday September 30, 2020 Refer to next page for full details of the announcement Part 1 – Entity and announcement details 1.1 Name of +Entity ORION MINERALS LTD 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. 1.2 Registered Number Type Registration Number ACN 098939274 1.3 ASX issuer code ORN 1.4 The announcement is New announcement 1.5 Date of this announcement Friday August 7, 2020 1.6 The Proposed issue is: A placement or other type of issue Part 7 – Details of proposed placement or other issue Part 7A – Conditions 7A.1 - Are any of the following approvals required for the placement or other type of issue? - +Security holder approval - Court approval - Lodgement of court order with +ASIC - ACCC approval - FIRB approval - Another approval/condition external to the entity Yes 7A.1a Conditions Approval/Condition Date for determination Is the date estimated or ** Approval actual? received/condition met? +Security holder approval Wednesday September 30, Estimated 2020 Comments Approval/Condition Date for determination Is the date estimated or ** Approval actual? received/condition met? FIRB approval Thursday August 20, 2020 Estimated Comments Part 7B – Issue details Is the proposed security a 'New class' (+securities in a Will the proposed issue of this +security include an class that is not yet quoted or recorded by ASX) or an offer of attaching +securities? 'Existing class' (additional securities in a class that is No already quoted or recorded by ASX)? Existing class Details of +securities proposed to be issued ASX +security code and description ORN : ORDINARY FULLY PAID Number of +securities proposed to be issued 19,100,725 Offer price details Are the +securities proposed to be issued being issued for a cash consideration? Yes In what currency is the cash consideration being What is the issue price per +security? paid? AUD - Australian Dollar AUD 0.01700 Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes Part 7C – Timetable 7C.1 Proposed +issue date Wednesday September 30, 2020 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? Yes 7D.1a Date of meeting or proposed meeting to approve the issue under listing rule 7.1 Wednesday September 30, 2020 7D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue? Yes 7D.3 Will any of the +securities to be issued be +restricted securities for the purposes of the listing rules? No 7D.4 Will any of the +securities to be issued be subject to +voluntary escrow? No Part 7E – Fees and expenses 7E.1 Will there be a lead manager or broker to the proposed issue? No 7E.2 Is the proposed issue to be underwritten? No 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 Progress the development the Company's Prieska Copper-Zinc Mine, Northern Cape, South Africa and related activities and for additional working capital. 7F.1 Will the entity be changing its dividend/distribution policy if the proposed issue proceeds? No 7F.2 Any other information the entity wishes to provide about the proposed issue Date: 07-08-2020 08:58:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.