AuKing Mining Limited Prospectus

7.5 Notes to the Pro-forma Consolidated Balance Sheet Note 1 Assumes the consolidation of the Ordinary Shares on issue at 30 June 2020 on a 200 to 1 basis. Assumes the issue of 30,000,000 Ordinary Shares at an issue price of $0.20 per share through the Public Offer. Assumes estimated costs of the Offer and Acquisition of $1,000,000, which includes the issue of 187,500 Broker Success fee Shares at an issue price of $0.20 per share. Assumes the issue of 7,500,000 Ordinary Shares to the JCHX Group at an issue price of $0.20 per share in full and final satisfaction of all loan monies and accrued interest. Assumes the issue of 2,519,930 Ordinary Shares to AKN Directors at an issue price of $0.20 per share in full satisfaction unpaid directors’ fees and salaries, and the issue of 615,690 Ordinary Shares to AKN Employees at an issue price of $0.20 per share in full satisfaction unpaid fees and salaries. Assumes the issue of 3,553,333 Ordinary Shares to the Long Term Convertible Note holders at an issue price of $0.15 per share in full and final satisfaction of all Long Term Convertible Note principal amounts, and the issue of 6,250,000 Ordinary Shares to the Short Term Convertible Note holders at an issue price of $0.12 per share in full and final satisfaction of all Short Term Convertible Note principal amounts. Reconciliation of movements in Pro-forma Share Capital Number of shares Share Capital # $ Reviewed Balance Sheet 30 June 2020 (A) 932,584,461 42,630,609 Share consolidation (200:1) (927,921,538) - Issue of shares via the Public Offering (C) 30,000,000 6,000,000 Total costs expected to be incurred in connection with the offer (C) to be offset against share capital - (812,169) Issue of Broker Success Fee Shares (C) 187,500 37,500 Conversion of JCHX Loan (D) 7,500,000 1,500,000 Conversion of unpaid directors and employee's unpaid fee and salaries (D) 3,135,620 627,132 Conversion of Long Term Convertible Note principal amounts (D) 3,553,333 533,000 Conversion of Short Term Convertible Note principal amounts (D) 6,250,000 750,000 Pro-forma Balance Sheet 30 June 2020 55,289,376 51,266,072 Note 2 The Company has entered into an Earn-in and Joint Venture Agreement with AAR with respect to the Koongie Park Project. Under the agreement, the Company is required to make a total initial payment of $1,000,000 to AAR, in the following tranches: • $100,000 as a non-refundable deposit within 5 business days of the parties signing the Agreement; and • $900,000 immediately after satisfaction of the KP Transaction Conditions. Upon payment of the $900,000 due on satisfaction of the KP Transaction Conditions, the Company will secure a 25% project joint venture interest in the Koongie Park Exploration Tenements. The $100,000 non-refundable deposit was recognised as non-current asset as at 30 June 2020. This amount was paid to ARR in early July 2020. Upon final payment of the $900,000 the Company will recognise the total initial payment of $1,000,000 as Exploration expenditure on the balance sheet. AuKing Mining Limited | PROSPECTUS 143