AGUIA RESOURCES LIMITED — M&A Activity 2024

Jun 5, 2024

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6 June 2024

ASX Market Announcements Level 6, Exchange Centre 20 Bridge Street Sydney NSW 2000

CLOSE OF TAKEOVER OF ANDEAN MINING

Sydney, Australia : Aguia Resources Limited (ASX:AGR) ('Aguia' or the 'Company') is pleased to advise that its takeover offer to acquire all the shares of Andean Mining Limited (‘ Andean ’) closed at 5pm on 31 May 2024, with Aguia acquiring a relevant interest in 93.71% of the shares of Andean as a result of acceptances of the takeover offer. The takeover offer was declared unconditional, and as a result all contracts resulting from acceptances were declared unconditional, on 24 May 2024.

In accordance with the timeframe required under section 620(2) of the Corporations Act, Aguia will issue 422,411,334 fully paid ordinary Aguia shares as consideration under the takeover offer in respect of acceptance received by no later than 21 days after the close of the takeover offer (on or before 21 June 2024). As disclosed as a term of the takeover offer, the Aguia shares issued as consideration under the takeover offer will be subject to voluntary escrow for 6 months from issue .

Aguia also proposes appointing William Howe as Managing Director of Aguia, with effect on and from the issue of the Aguia shares as consideration under the takeover offer.

Noting Aguia has a relevant interest in 93.71% of the shares of Andean as a result of acceptances of the takeover offer, Aguia proposes commencing the compulsory acquisition of the remaining Andean shares within one month of the closing date of the takeover offer in accordance with section 661B(2)(a)(i) of the Corporations Act.

AUTHORISED FOR ISSUE TO THE ASX BY THE BOARD OF AGUIA RESOURCES LIMITED

For further information, please contact:

Aguia Resources Limited - Investor Relations ABN: 94 128 256 888 Level 12, 680 George Street, Sydney NSW 2000 Australia E: investor.relations@aguiaresources.com.au P: +61 (0) 419 960 560 W: www.aguiaresources.com.au

Warwick Grigor, Non-Executive Chairman: 0417 863 187

Ben Jarvis ben.jarvis@sdir.com.au or +61 (0) 413 150 448

About Aguia Resources Limited

Aguia Resources is an ASX-listed multi-commodity company (AGR:ASX) with pre-production phosphate projects located in Rio Grande do Sul, the southernmost state of Brazil. Aguia has an established and highly experienced in-country team based in Porto Alegre, the capital of Rio Grande do Sul. The acquisition of Andean Mining has added a portfolio of gold, silver and copper projects to its asset base.

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----- Start of picture text ----- Aguia Resources Limited | ABN 94 128 256 888Level 12, 680 George Street, Sydney NSW 2000 | Telephone 02 8280 7355 Facsimile 02 9287 0350www.aguiaresources.com.au----- End of picture text -----