HUGHES DRILLING LIMITED

(ACN 124 279 750)

to be renamed “Victory Goldfields Limited”

(“COMPANY”)

Prospectus Disclaimer

Prospectus Disclaimer

1. Important Information

1.1 The Prospectus accessible on this page contains a public offer of securities by Hughes Drilling Limited (ACN 124 279 750) (to be renamed ‘Victory Goldfields Limited’ (“Company”). The Prospectus is dated on or about [insert] 2021 and will expire 13 months from this date.

1.2 You must read this important notice before you attempt to access the electronic version of the Prospectus through this website.

1.3 The information on this page is not part of the Prospectus. If you do not understand it, you should consult your professional adviser without delay.

1.4 By accessing the Prospectus, you acknowledge that you have read and accept the terms set out in this notice.

2. No Advice and Changes

2.1 Nothing contained on this website or in the Prospectus constitutes investment, legal, business, tax or other advice. In particular, the information on this website and in the Prospectus does not take into account your investment objectives, financial situation or particular needs.

2.2 In making an investment decision, you must rely on your own examination of the Company and the securities and terms of the offering, including the merits and risks involved. You should consult your professional adviser for legal, business or tax advice.

2.3 The information on this section of this website is provided for information purposed only and subject to change without notice.

3. Lodgement of Prospectus with ASIC

3.1 The paper form of the electronic version of the Prospectus (including its attached Application Form) accessible through this website has been lodged with the Australian Securities and Investments Commission (“ASIC”).

3.2 The Company will apply within 7 days of date of the Prospectus to the Australian Securities Exchange (“ASX”) for admission of the Company to the official list of the ASX and for quotation of the shares of the Company. Neither ASIC nor ASX takes any responsibility for the contents of the Prospectus or the investment to which it relates.

3.3 No offer of securities is made on the basis of the electronic version of the Prospectus accessible through this website. An application for securities can be made by completing the Application Form attached to or accompanied by a paper form of the Prospectus and then lodging the form and the application monies in accordance with the details set out in the Prospectus and the relevant Application Form.

4. Access of Prospectus for Australian Residents in Australia only

4.1 For legal reasons, the electronic version of the Prospectus accessible through this website is available to persons accessing this website from within Australia only. If you are accessing this website from anywhere outside Australia, please do not download the electronic version of the Prospectus.

4.2 The Prospectus does not constitute an offer of securities in any jurisdiction where, or to any person to whom, it would not be lawful to issue the Prospectus or make the offer contained in the Prospectus. It is the responsibility of any applicant outside Australia to ensure compliance with all laws of any country relevant to their applications, and any such applicant should consult their professional advisers as to whether any government or other consents are required, or whether any formalities need to be observed to enable them to apply for and be allotted any securities.

4.3 No action has been taken to register or qualify the securities or the offers under the Prospects or otherwise to permit a public offering of the securities in any jurisdiction outside Australia.

4.4 It is not practicable for the Company to comply generally with the securities laws of overseas jurisdictions having regard to the number of overseas shareholders, the number and value of securities these shareholders would be offered and the cost of complying with regulatory requirements in each relevant jurisdiction. Accordingly, the offer pursuant to the Prospectus is only being extended and securities will only be issued to shareholders with a registered address in Australia.

4.5 Without limiting the above, the Prospectus does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United States of America or to any US person (as defined in regulations under the US Securities Act of 1933, as amended (“US Securities Act”), and is not available to persons in the United States of America or to US persons. The securities in the offering have not been and will not be registered under the US Securities Act or the securities laws of any state of the United States and may not be offered or sold in the United States or to US persons, except under an exemption from, or in a transaction not subject to, the registration requirements of the US Securities Act and applicable state securities laws.

5. Acknowledgement

5.1 By accepting these terms and conditions by clicking the button below and associated link and accessing the prospectus on this website, you represent, warrant and agree that:

(a) you are a resident of Australia accessing this website from within Australia. If you are accessing this website from a jurisdiction other than Australia, it is lawful for you to do so in accordance with all applicable laws of the jurisdiction in which you are accessing the website;

(b) you are 18 years of age or over;

(c) you are not a resident of the United States or currently located in the United States, are not acting for the account or benefit of a person in the United States or any other foreign person and will not make a copy of the Prospectus available to, or release or distribute a copy of the Prospectus to, or for the account or benefit of, any person in the United States or in any other place in which, or to any other person to whom, it would be unlawful to do so (“Ineligible Persons”); and

(d) you are not acting as a nominee for, or otherwise for the account or benefit of, any persons who are ineligible to access the Prospectus or ineligible to be made the offer or accept the offer under the Prospectus.

6. Acknowledgement

6.1 By proceeding, you acknowledge and agree to the above statements. To download the Prospectus, you will need to accept these terms and conditions by clicking the button below and associated link.