Announcement PDF ASX ANNOUNCEMENT 31 December 2024 NOTICE OF 2024 EXTRAORDINARY GENERAL MEETING AND RELATED DOCUMENTS Cyprium Metals Limited (ASX: CYM) (Cyprium or the Company) attaches the following documents in relation to its 2024 Extraordinary General Meeting: 1. Letter to Shareholders in relation to the Notice of 2024 Extraordinary General Meeting; 2. Notice of 2024 Extraordinary General Meeting; and 3. Proxy Form. The Company advises that the Letter to Shareholders, Notice and Proxy Form has been dispatched to Shareholders. This announcement has been authorised for release by the Board. Further information: Matt Fifield Executive Chair matt.fifield@cypriummetals.com T +61 8 6374 1550 E communications@cypriummetals.com About Cyprium Metals Limited Cyprium Metals Limited (ASX: CYM, OTCQB:CYPMF) is an Australian copper company. Its flagship property is the Nifty Copper Mine in Western Australia, which previously produced significant copper from both oxide and sulphide resources. Cyprium is focused on redeveloping Nifty, which has the advantage of significant invested capital, data from a long operating history, large-scale resources, current operational approvals, and recent investment in the property. The Company’s other assets include significant copper-focused properties in the Paterson and Murchison Provinces, including multiple defined copper resources. Visit www.cypriummetals.com for further information. ABN 48 002 678 640 T +61 8 6374 1550 ASX: CYM OTCQB: CYPMF Level 1, 437 Roberts Road Subiaco, WA, 6008 www.cypriummetals.com CYPRIUM METALS LIMITED – EXTRAORDINARY GENERAL MEETING LETTER TO SHAREHOLDERS AND PROXY FORM Dear Shareholder Cyprium Metals Limited (ASX: CYM) (Cyprium or the Company) advises that an Extraordinary General Meeting of Shareholders will be held on Friday, 31 January 2025 at 10am (AWST) at Vibe Hotel, 9 Alvan St, Subiaco WA 6008 (Meeting). In accordance with Part 1.2AA of the Corporations Act 2001, the Company will only be dispatching physical copies of the Notice of Meeting (Notice) to Shareholders who have elected to receive the Notice in physical form. The Notice is being made available to Shareholders electronically and can be viewed and downloaded online at the following link: https://investorhub.cypriummetals.com/ Alternatively, the Notice will also be available on the Company’s ASX market announcements page (ASX:CYM). This Notice is given based on circumstances as at the date of this letter. Should circumstances change, the Company will make an announcement on the ASX market announcements platform and on the Company’s website at https://investorhub.cypriummetals.com/. Shareholders are urged to monitor the ASX announcements platform and the Company’s website. Your vote is important The business of the Meeting affects your shareholding and your vote is important. To vote in person, please pre-register in advance for the physical meeting by contacting the Company Secretary at david.hwang@cypriummetals.com. All resolutions will be decided on a poll. The poll will be conducted based on votes submitted by proxy and at the Meeting. Shareholders are strongly encouraged to complete and submit their vote by proxy by using one of the following methods: Online By post By hand By email Lodge the Proxy Form online at https://investor.automic.com.au/#/loginsah by following the instructions: Login to the Automic website using the holding details as shown on the Proxy Form. Click on ‘View Meetings’ – ‘Vote’. To use the online lodgement facility, Shareholders will need their holder number (Securityholder Reference Number (SRN) or Holder Identification Number (HIN)) as shown on the front of the Proxy Form. Completing the enclosed Proxy Form and posting it to: Automic, GPO Box 5193, Sydney NSW 2001 Completing the enclosed Proxy Form and delivering it by hand to: Automic, Level 5, 126 Phillip Street, Sydney NSW 2000 Completing the enclosed Proxy Form and emailing it to: meetings@automicgroup.com.au ABN 48 002 678 640 T +61 8 6374 1550 ASX: CYM OTCQB: CYPMF Cyprium Metals (ASX:CYM) Level 1, 437 Roberts Road Subiaco, WA, 6008 www.cypriummetals.com Page 2 Your Proxy instruction must be received not later than 48 hours before the commencement of the Meeting. Proxy Forms received later than this time will be invalid. The Chair intends to vote all open proxies in favour of all resolutions, where permitted. On behalf of the Board, thank you for your continued support as a shareholder. We look forward to welcoming you to our EGM. Yours faithfully, Matthew (Matt) Fifield Executive Chairman About Cyprium Metals Limited Cyprium Metals Limited (ASX: CYM, OTCQB:CYPMF) is an Australian copper company. Its flagship property is the Nifty Copper Mine in Western Australia, which previously produced significant copper from both oxide and sulphide resources. Cyprium is focused on redeveloping Nifty, which has the advantage of significant invested capital, data from a long operating history, large-scale resources, current operational approvals, and recent investment in the property. The Company’s other assets include significant copper-focused properties in the Paterson and Murchison Provinces, including multiple defined copper resources. Visit www.cypriummetals.com for further information. ABN 48 002 678 640 T +61 8 6374 1550 ASX: CYM OTCQB: CYPMF Cyprium Metals (ASX:CYM) Level 1, 437 Roberts Road Subiaco, WA, 6008 www.cypriummetals.com Page 3 CYPRIUM METALS LIMITED ACN 002 678 640 NOTICE OF EXTRAORDINARY GENERAL MEETING Notice is given that the Meeting will be held at: TIME: 10 am (WST) DATE: Friday, 31 January 2025 PLACE: Vibe Hotel 9 Alvan St, Subiaco WA 6008 The business of the Meeting affects your shareholding and your vote is important. This Notice of Meeting should be read in its entirety. If Shareholders are in doubt as to how they should vote, they should seek advice from their professional advisers prior to voting. The Directors have determined pursuant to Regulation 7.11.37 of the Corporations Regulations 2001 (Cth) that the persons eligible to vote at the Meeting are those who are registered Shareholders at 4pm WST on Wednesday, 29 January 2025. BUSINESS OF THE MEETING AGENDA 1. RESOLUTION 1 – RATIFICATION OF PRIOR ISSUE OF TRANCHE 1 PLACEMENT SHARES To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of Listing Rule 7.4 and for all other purposes, Shareholders ratify the issue of 185,714,285 Placement Shares (issued on 20 December 2024) on the terms and conditions set out in the Explanatory Statement.” A voting exclusion statement applies to this Resolution, Please see below. 2. RESOLUTION 2 – RATIFICATION OF PRIOR ISSUE OF TRANCHE 1 PLACEMENT OPTIONS To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of Listing Rule 7.4 and for all other purposes, Shareholders ratify the issue of 92,857,143 Placement Options (issued on 20 December 2024) on the terms and conditions set out in the Explanatory Statement.” A voting exclusion statement applies to this Resolution, Please see below. 3. RESOLUTION 3 – APPROVAL FOR THE ISSUE OF TRANCHE 2 CORNERSTONE SECURITIES UNDER LISTING RULE 7.1 To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of Listing Rule 7.1 and for all other purposes, approval is given for the Company to issue up to 190,346,000 Placement Shares, 95,173,000 Placement Options and 20,000,000 Cornerstone Options to Flat Footed (or its nominees) on the terms and conditions set out in the Explanatory Statement.” A voting exclusion statement applies to this Resolution, Please see below. 4. RESOLUTION 4 – APPROVAL FOR THE ISSUE OF TRANCHE 2 PLACEMENT SECURITIES TO MR J MATTHEW FIFIELD (EXECUTIVE CHAIR) UNDER LISTING RULE 10.11 To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of Listing Rule 10.11 and for all other purposes, approval is given for the Company to issue up to 35,714,285 Placement Shares and 17,857,142 Placement Options to Mr J Matthew Fifield (or his nominees) on the terms and conditions set out in the Explanatory Statement” A voting exclusion statement applies to this Resolution. Please see below. 2 5. RESOLUTION 5 – APPROVAL FOR THE ISSUE OF TRANCHE 2 PLACEMENT SECURITIES TO MR SCOTT PERRY (NON-EXECUTIVE DIRECTOR) UNDER LISTING RULE 10.11 To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of Listing Rule 10.11 and for all other purposes, approval is given for the Company to issue up to 53,571,428 Placement Shares and 26,785,714 Placement Options to Mr Scott Perry (or his nominees) on the terms and conditions set out in the Explanatory Statement” A voting exclusion statement applies to this Resolution. Please see below. 6. RESOLUTION 6 – APPROVAL FOR THE ISSUE OF TRANCHE 2 PLACEMENT SECURITIES TO MR ROSS BHAPPU (NON-EXECUTIVE DIRECTOR) UNDER LISTING RULE 10.11 To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of Listing Rule 10.11 and for all other purposes, approval is given for the Company to issue up to 17,857,142 Placement Shares and 8,928,571 Placement Options to Mr Ross Bhappu (or his nominee) on the terms and conditions set out in the Explanatory Statement” A voting exclusion statement applies to this Resolution. Please see below. 7. RESOLUTION 7 – APPROVAL FOR THE ISSUE OF PERFORMANCE RIGHTS TO MR J MATTHEW FIFIELD (EXECUTIVE CHAIR) UNDER LISTING RULE 10.14 To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of Listing Rule 10.14 and for all other purposes, Shareholders approve the issue of 30,000,000 Performance Rights to Mr J Matthew Fifield (or his nominee) under the Employee Securities Incentive Plan on the terms and conditions set out in the Explanatory Statement.” A voting prohibition statement and voting exclusion statement applies to this Resolution. Please see below. 8. RESOLUTION 8 – APPROVAL OF POTENTIAL TERMINATION BENEFITS TO MR J MATTHEW FIFIELD (EXECUTIVE CHAIR) UNDER EMPLOYEE SECURITIES INCENTIVE PLAN To consider and, if thought fit, to pass the following resolution as an ordinary resolution: “That, subject to the passing of Resolution 7, pursuant to and in accordance with Part 2D.2 of the Corporations Act (including sections 200B and 200E of the Corporations Act) and for all other purposes, Shareholders approve the giving of Potential Termination Benefits detailed in the Explanatory Statement to Mr J Matthew Fifield (or his nominee) in connection with him ceasing to hold that managerial or executive office.” A voting prohibition statement and voting exclusion statement applies to this Resolution. Please see below. 3 9. RESOLUTION 9 – APPROVAL OF EXECUTIVE CHAIR SALARY SACRIFICE OFFER (FY25) TO MR J MATTHEW FIFIELD UNDER EMPLOYEE SECURITIES INCENTIVE PLAN To consider and, if thought fit, to pass the following resolution as an ordinary resolution: “That, for the purposes of Listing Rule 10.14 and for all other purposes, Shareholders approve the issue of up 50% of Mr J Matthew Fifield’s salary (including Director’s fees) (for the period from 1 January 2025 to 30 June 2025) as Purchased Rights under the Employee Securities Incentive Plan on the terms and conditions set out in the Explanatory Statement.” A voting prohibition statement and voting exclusion statement applies to this Resolution. Please see below. 10. RESOLUTION 10 – APPROVAL OF NED SALARY SACRIFICE OFFER (FY25) TO MR SCOTT PERRY UNDER EMPLOYEE SECURITIES INCENTIVE PLAN To consider and, if thought fit, to pass the following resolution as an ordinary resolution: “That, for the purposes of Listing Rule 10.14 and for all other purposes, Shareholders approve the issue of up 100% of Mr Scott Perry’s NED fees (for the period from 1 January 2025 to 30 June 2025) as Purchased Rights under the Employee Securities Incentive Plan on the terms and conditions set out in the Explanatory Statement.” A voting prohibition statement and voting exclusion statement applies to this Resolution. Please see below. 11. RESOLUTION 11 – APPROVAL OF NED SALARY SACRIFICE OFFER (FY25) TO MR ROSS BHAPPU UNDER EMPLOYEE SECURITIES INCENTIVE PLAN To consider and, if thought fit, to pass the following resolution as an ordinary resolution: “That, for the purposes of Listing Rule 10.14 and for all other purposes, Shareholders approve the issue of up 100% of Mr Ross Bhappu’s NED fees (for the period from 1 January 2025 to 30 June 2025) as Purchased Rights under the Employee Securities Incentive Plan on the terms and conditions set out in the Explanatory Statement.” A voting prohibition statement and voting exclusion statement applies to this Resolution. Please see below. 12. RESOLUTION 12 – APPROVAL OF NED SALARY SACRIFICE OFFER (FY25) TO MR GARY COMB UNDER EMPLOYEE SECURITIES INCENTIVE PLAN To consider and, if thought fit, to pass the following resolution as an ordinary resolution: “That, for the purposes of Listing Rule 10.14 and for all other purposes, Shareholders approve the issue of up 100% of Mr Gary Comb’s NED fees (for the period from 1 January 2025 to 30 June 2025) as Purchased Rights under the Employee Securities Incentive Plan on the terms and conditions set out in the Explanatory Statement.” 4 A voting prohibition statement and voting exclusion statement applies to this Resolution. Please see below. 13. RESOLUTION 13 – AMENDMENT TO CONSTITUTION To consider and, if thought fit, to pass the following resolution as a special resolution: “That, for the purposes of section 136(2) of the Corporations Act and for all other purposes, the constitution of the Company be amended with a constitution in the form of the document tabled at this Meeting and signed by the Chair for the purposes of identification, effective immediately.” Dated: 31 December 2024 By order of the Board David Hwang Company Secretary 5 Voting Exclusion Statements In accordance with Listing Rule 14.11, the Company will disregard any votes cast in favour of the Resolution set out below by or on behalf of the following persons: Resolution 1 – Ratification of prior issue of Tranche 1 Placement Shares A person who participated in the issue or is a counterparty to the agreement being approved (namely the Placement Participants) or an associate of that person or those persons. Resolution 2 – Ratification of prior issues of Tranche 1 Placement Options A person who participated in the issue or is a counterparty to the agreement being approved (namely the Placement Participants) or an associate of that person or those persons. Resolution 3 – Approval for the issue of Tranche 2 Cornerstone Securities under Listing Rule 7.1 A person who is expected to participate in, or who will obtain a material benefit as a result of, the proposed issue (except a benefit solely by reason of being a holder of ordinary securities in the Company) (namely, Flat Footed) or an associate of that person (or those persons). However, this does not apply to a vote cast in favour of the Resolution by: (a) a person as a proxy or attorney for a person who is entitled to vote on the Resolution, in accordance with the directions given to the proxy or attorney to vote on the Resolution in that way; or (b) the Chair as proxy or attorney for a person who is entitled to vote on the Resolution, in accordance with a direction given to the Chair to vote on the Resolution as the Chair decides; or (c) a holder acting solely in a nominee, trustee, custodial or other fiduciary capacity on behalf of a beneficiary provided the following conditions are met: (i) the beneficiary provides written confirmation to the holder that the beneficiary is not excluded from voting, and is not an associate of a person excluded from voting, on the Resolution; and (ii) the holder votes on the Resolution in accordance with directions given by the beneficiary to the holder to vote in that way. Resolution 4 – Approval for the issue of Tranche 2 Placement Securities to Mr J Matthew Fifield (Executive Chair) under Listing Rule 10.11 J Matthew Fifield (or his nominees) and any other person who will obtain a material benefit as a result of the issue of the securities (except a benefit solely by reason of being a holder of ordinary securities in the Company) or an associate of that person or those persons. 6 Resolution 5 – Approval for the issue of Tranche 2 Placement Securities to Mr Scott Perry (NonExecutive Director) under Listing Rule 10.11 Scott Perry (or his nominees) and any other person who will obtain a material benefit as a result of the issue of the securities (except a benefit solely by reason of being a holder of ordinary securities in the Company) or an associate of that person or those persons. Resolution 6 – Approval for the issue of Tranche 2 Placement Securities to Mr Ross Bhappu (Non-Executive Director) under Listing Rule 10.11 Ross Bhappu (or his nominees) and any other person who will obtain a material benefit as a result of the issue of the securities (except a benefit solely by reason of being a holder of ordinary securities in the Company) or an associate of that person or those persons. Resolutions 7 – Approval for the issue of Performance Rights to Mr J Matthew Fifield (Executive Chair) under Listing Rule 10.14 Any person referred to in Listing Rule 10.14.1, 10.14.2 or 10.14.3 who is eligible to participate in the employee incentive scheme or an associate of that person or those persons. Resolutions 9, 10, 11 and 12 – Approval of Salary Sacrifice Offers (FY25) to Directors under Employee Incentive Securities Plan Any person referred to in Listing Rule 10.14.1, 10.14.2 or 10.14.3 who is eligible to participate in the employee incentive scheme or an associate of that person or those persons. However, this does not apply to a vote cast in favour of the Resolution by: (a) a person as a proxy or attorney for a person who is entitled to vote on the Resolution, in accordance with the directions given to the proxy or attorney to vote on the Resolution in that way; or (b) the Chair as proxy or attorney for a person who is entitled to vote on the Resolution, in accordance with a direction given to the Chair to vote on the Resolution as the Chair decides; or (c) a holder acting solely in a nominee, trustee, custodial or other fiduciary capacity on behalf of a beneficiary provided the following conditions are met: (i) the beneficiary provides written confirmation to the holder that the beneficiary is not excluded from voting, and is not an associate of a person excluded from voting, on the resolution; and (ii) the holder votes on the resolution in accordance with directions given by the beneficiary to the holder to vote in that way. 7 Voting Prohibition Statements Resolutions 7, 9, 10, 11 and 12 Resolution 7 – Approval for the issue of Performance Rights to Mr J Matthew Fifield (Executive Chair) under Listing Rule 10.14 Resolutions 9, 10, 11 and 12 – Approval of Salary Sacrifice Offers (FY25) to Directors under Employee Incentive Securities Plan Resolution 8 – Approval of potential termination benefits to Mr J Matthew Fifield on retirement under Employee Securities Incentive Plan In accordance with section 250BD and section 200E(2A) of the Corporations Act, a person appointed as a proxy must not vote, on the basis of that appointment, on this Resolution if: (a) the proxy is either: (i) a member of the Key Management Personnel; or (ii) a Closely Related Party of such a member; and (b) the appointment does not specify the way the proxy is to vote on this Resolution. However, the above prohibition does not apply if: (a) the proxy is the Chair; and (b) the appointment expressly authorises the Chair to exercise the proxy even though this Resolution is connected directly or indirectly with remuneration of a member of the Key Management Personnel. A vote on this Resolution must not be cast (in any capacity) by or on behalf of J Matthew Fifield (or his nominee) or any of his, or their, associates. However, subject to the voting exclusion below and the further voting prohibition below, this does not prevent the casting of a vote if: (a) it is cast by a person as a proxy appointed by writing that specifies how the proxy is to vote on this Resolution; and (b) it is not cast on behalf of J Matthew Fifield or his nominee(s) or any of his associates. Additionally, in accordance with section 250BD of the Corporations Act, as this resolution is in connection with the remuneration of a member of the Company’s Key Management Personnel, a person appointed as a proxy must not vote, on the basis of that appointment, on this Resolution if: (a) the proxy is either: (b) the appointment does not specify the way the proxy is to vote on this Resolution. However, the above prohibition does not apply if: (a) the proxy is the Chair; and (b) the appointment expressly authorises the Chair to exercise the proxy even if the Resolution is connected directly or indirectly with remuneration of a member of the Key Management Personnel. 8 Voting by proxy To vote by proxy, please complete the enclosed Proxy Form and return by the time and in accordance with the instructions set out on the Proxy Form. In accordance with section 249L of the Corporations Act, Shareholders are advised that: • each Shareholder has a right to appoint a proxy; • the proxy need not be a Shareholder of the Company; and • a Shareholder who is entitled to cast two or more votes may appoint two proxies and may specify the proportion or number of votes each proxy is appointed to exercise. If the member appoints two proxies and the appointment does not specify the proportion or number of the member’s votes, then in accordance with section 249X(3) of the Corporations Act, each proxy may exercise one-half of the votes. Shareholders and their proxies should be aware that: • if proxy holders vote, they must cast all directed proxies as directed; and • any directed proxies which are not voted will automatically default to the Chair, who must vote the proxies as directed. Voting in person To vote in person, attend the Meeting at the time, date and place set out above. Should you wish to discuss the matters in this Notice of Meeting please do not hesitate to contact the Company Secretary on +61 8 6374 1550. 9 EXPLANATORY STATEMENT This Explanatory Statement has been prepared to provide information which the Directors believe to be material to Shareholders in deciding whether or not to pass the Resolutions. 1. RESOLUTIONS 1 AND 2 – RATIFICATION OF PRIOR ISSUE OF PLACEMENT SECURITIES 1.1 Overview of the Placement On 13 December 2024, the Company announced that it had successfully raised approximately A$13.5 million (before costs) via a two-tranche placement of fully paid ordinary shares in the Company at an issue price of A$0.028 (Placement Shares) to existing institutional and sophisticated investors (Placement). Under the Placement, participants were also offered free-attaching options, with an exercise price of A$0.042 and expiry date of 31 December 207 (Placement Options), at a ratio of 1 Placement Option for every 2 Placement Shares. The Company raised approximately A$5.2 in the first tranche of the Placement which completed on Friday, 20 December 2024 (Tranche 1) via the issue of 33,118,053 Placement Shares in reliance on Listing Rule 7.1, 152,596,232 Placement Shares in reliance on Listing Rule 7.1A and 92,857,143 Placement Options in reliance on Listing Rule 7.1. The proposed issue of Placement Securities in the second tranche of the Placement is subject to obtaining Shareholder approval, which is being sought under Resolutions 3, 4, 5 and 6. Subject to the approval of Shareholders, the Company will issue Placement Shares and Placement Options to Flat Footed and certain Directors to raise approximately A$8.3 million under Tranche 2. In consideration for Flat Footed agreeing to cornerstone the Placement, the Company has also agreed to issue 20,000,000 Cornerstone Options (on identical terms to the Placement Options), subject to Shareholder approval. 1.2 Listing Rules 7.1 and 7.1A Shareholder approval is being sought under Resolution 1 to approve and ratify the prior issue and allotment of: (a) 152,596,232 Placement Shares under ASX Listing Rule 7.1A; and (b) 33,118,053 Placement Shares and 92,857,143 Placement Options under Listing Rule 7.1. Broadly speaking, and subject to a number of exceptions, Listing Rule 7.1 limits the amount of equity securities that a listed company can issue without the approval of its shareholders over any 12 month period to 15% of the fully paid ordinary securities it had on issue at the start of that period. At the Company’s annual general meeting held on 28 November 2024, the Company sought and obtained the approval of Shareholders under Listing Rule 7.1A to increase this 15% limit by an extra 10% to 25%. The issue of Placement Shares and Placement Options in Tranche 1 did not fit within any of the exceptions (to ASX Listing Rules 7.1 and 7.1A) and, as it has not been approved by the Company’s Shareholders, it effectively uses up part of the expanded 25% limit in Listing Rule 7.1 and 7.1A, reducing the Company’s capacity to issue further equity securities without Shareholder approval under Listing Rule 10 #10815892v1 7.1 and 7.1A for the 12 month period following the Tranche 1 issue date (noting that the extra 10% under Listing Rule 7.1A will expire unless reapproved by the Company’s Shareholders on an annual basis). Listing Rule 7.4 allows the shareholders of a listed company to approve an issue of equity securities after it has been made or agreed to be made. If they do, the issue is taken to have been approved under Listing Rule 7.1 and so does not reduce the Company’s capacity to issue further equity securities without Shareholder approval under Listing Rule 7.1. A note to Listing Rule 7.4 also provides that an issue made in accordance with Listing Rule 7.1A can be approved subsequently under Listing Rule 7.4 and, if it is, the issue will then be excluded from variable “E” in Listing Rule 7.1A.2 (which means that the Company’s capacity to issue further equity securities without Shareholder approval under Listing Rule 7.1A is not reduced). The Company wishes to retain as much flexibility as possible to issue additional equity securities into the future without having to obtain Shareholder approval for such issues under Listing Rule 7.1. To this end, this Resolution seeks Shareholder approval to subsequently approve the issue of Placement Shares for the purposes of Listing Rule 7.4. If Resolution 1 is passed, the issue of Placement Shares and Placement Options in Tranche 1 will be excluded in calculating the Company’s 25% capacity to issue equity securities under ASX Listing Rules 7.1 (15%) and 7.1A (10%) without Shareholder approval over the 12 month period following the Issue Date. If Resolution 1 is not passed, the issue of Placement Shares and Placement Options in Tranche 1 will be included in calculating the Company’s 25% capacity to issue equity securities under ASX Listing Rules 7.1 (15%) and 7.1A (10%) without Shareholder approval over the 12 month period following the Issue Date. 1.3 Information required by ASX Listing Rule 7.5 The following information is provided to Shareholders for the purposes of Listing Rule 7.5. (a) The Placement Shares and Placement Options were issued under Tranche 1 to institutional and other sophisticated investors. In accordance with ASX Guidance Note 21, the Company confirms that the following Tranche 1 investors were substantial shareholders of the Company who were issued more than 1% of the Company’s issued capital: (i) Paradice Investment Management Pty Ltd; and (ii) CI Global Asset Management. Other than above, the Company confirms that no other Tranche 1 investors were: (b) (i) related parties of the Company, members of the Company’s Key Management Personnel, substantial holders of the Company, advisers of the Company or an associate of any of these parties; and (ii) issued more than 1% of the issued capital of the Company. The Company issued: 11 (i) 152,596,232 Placement Shares under ASX Listing Rule 7.1A; and (ii) 33,118,053 Placement Shares and 92,857,143 Placement Options under ASX Listing Rule 7.1. (c) The Placement Shares were fully paid on issue and ranked equally in all aspects with all existing fully paid ordinary shares previously issued by the Company. The terms of the Placement Options are set out in Schedule 1. (d) The Placement Shares and Placement Options under Tranche 1 were issued on 20 December 2024. (e) Each of the Placement Shares were issued at an issue price of A$0.028 per Placement Share, with one free-attaching Placement Option for every 2 Placement Shares issued. (f) Funds raised from the issue of the Placement Shares have been and will be used by the Company as follows: (i) Nifty site costs; (ii) permit support and DFS preparation and costs; tenement maintenance and geology work; (iii) 1.4 financing costs associated with the MetalsX convertible notes and Glencore facility; and (iv) working capital and costs of the Placement. Board recommendation The Board recommends that Shareholders vote in favour of Resolutions 1 and 2. 2. RESOLUTION 3 – APPROVAL FOR THE ISSUE OF CORNERSTONE SECURITIES UNDER LISTING RULE 7.1 2.1 General As announced by the Company on 13 December 2024, Flat Footed (or its nominees) agreed to cornerstone the Placement by subsc