Letter from the Chairman

Dear Investor,

On behalf of the Directors of Factor Therapeutics Limited (the Company or FTT), it gives me great pleasure to invite you to invest in the Company at the time of transition to a resources focused company to be re-named “Dominion Minerals Limited” (ASX:DLM).

While welcoming new investors, it is also pleasing to offer existing Shareholders the opportunity to invest in this Prospectus Offer. Current Shareholders have been very patient through the period of the Company’s suspension.

As proposed at the upcoming EGM to be held on 9 September 2021, the Company is to acquire PowerLime, Inc. (PowerLime), an unlisted company with a prospective high calcium limestone project located in south Georgia, USA. The change in focus to resources will involve a restructure of the Board and a management team with a history of successfully identifying and developing mineral resource projects in North America.

Upon re-listing, we will welcome new Directors Mr. Dominic Allen, a finance professional with a long track record in the management and operations of natural resources organisations, and Mr. Anastasios Arima, the founder of multiple mining and natural resources companies with a successful record of identifying opportunities, raising finance and building strong teams.

The Board and management of the renamed Company have significant expertise in the resources sector and a track record of adding value for shareholders, including as the founders of both Piedmont Lithium (ASX:PLL) and Hyperion Metals (ASX:HYM). They will ensure the funds raised through this Offer will be used in a cost-effective manner in managing the Company’s opportunities. The initial priority of the Board and management will be to advance exploration work at the PowerLime project, with the aim of establishing a JORC-compliant mineral resource estimate by the end of 2021.

I will take this opportunity to thank current FTT Directors, Mr. John Michailidis and Ms. Melanie Farris, who will retire from the Board, and in Melanie’s case, also as long-standing Company Secretary, having overseen the completion of the PowerLime transaction and re-listing. Both have been involved with FTT for many years and had a strong commitment to FTT Shareholders. On behalf of the Company, I wish John and Melanie the very best.

The Company is seeking to raise $4,000,000, with the PowerLime Shareholders or their nominees having the right to subscribe for a minimum of 40% of the Shares to be issued under the Offer. Existing and new Shareholders will be able to apply for a minimum $2,000 Share parcel as detailed in this Prospectus, with the Board instructing the Lead Manager to set aside $800,000 of the Offer for allocation to existing FTT Shareholders.

The Prospectus is issued to support the application to re-list the Company on the ASX. You are encouraged to read the Prospectus carefully and in full, as it contains detailed information about the Company and the Offer including the risks of investing in the Company. The Shares offered under this Prospectus should be considered highly speculative. You should consult their professional adviser before deciding whether to apply for Shares pursuant to this Prospectus.

I look forward to you continuing or joining as a Shareholder in the exciting new direction taken by the Company. The Board has  been very appreciative of the support from Shareholders during the Company’s suspension, while working towards the obvious objective to re-list as soon as possible. On completion of that process, the new Board will be working to create Shareholder value and looks forward to regularly updating Shareholders on the progress of the limestone project.

Yours faithfully.

Dr David Brookes
Chairman