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CENTAURUS METALS LIMITED Capital/Financing Update 2023

Jul 31, 2023

64715_rns_2023-07-31_f3bebe61-33f0-4c4d-853b-68a96741837b.pdf

Capital/Financing Update

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AUSTRALIAN SECURITIES EXCHANGE ANNOUNCEMENT AND MEDIA RELEASE

Not for release to US wire services or distribution in the United States

1 August 2023

SUCCESSFUL COMPLETION OF $47M SHARE PLACEMENT TO ADVANCE, DE-RISK AND GROW JAGUAR NICKEL SULPHIDE PROJECT

Proceeds to be used to finalise DFS, FEED and other pre-FID activities at Jaguar

  • Firm commitments received to raise $46.9 million at $0.73 per share from global institutional, corporate and sophisticated investors.

  • Proceeds to be used to fund the completion of the ongoing Definitive Feasibility Study (DFS) at the 100%owned Jaguar Nickel Sulphide Project in northern Brazil, scheduled for completion late this year.

  • The funds will also underpin Front End and Engineering Design (FEED) work and other pre-development and financing activities ahead of a Final Investment Decision (FID), including the recently commenced strategic partnering process.

  • The Company’s strengthened balance sheet will also allow it to progress the Jaguar Deeps exploration drill program, where step-out drilling recently returned wide, high-grade intercepts. The new phase of drilling is designed to significantly increase the already globally significant Mineral Resource Estimate.

Centaurus Metals (ASX Code: CTM , OTCQX: CTTZF) ( Centaurus or the Company ) is pleased to announce that it has received firm commitments from global institutional, corporate and sophisticated investors to raise $46.9 million as part of a share placement ( Placement ) to underpin the continued de-risking, growth and development of its 100%-owned Jaguar Nickel Sulphide Project in northern Brazil.

The funds will be used for the completion of the Definitive Feasibility Study (DFS) on the Jaguar Project and for Front End and Engineering Design (FEED) work. Funds will also be used for priority pre-development work streams and financing activities ahead of a Final Investment Decision (FID) and for the Jaguar Deeps drilling program.

The recent acquisition of the off-take rights from Vale was an important strategic value-enhancer for the Company, with the transaction to regain control of the Project’s nickel units providing significant flexibility in how the Project can be funded. A strategic partnering process has already commenced with strong initial interest seen in the Project and its planned nickel sulphate product. The Company expects that a positive conclusion to the partnering process would result in minimal equity dilution for shareholders as part of FID.

The Jaguar Deeps drilling program commenced recently with new equipment on site with the capacity to drill and survey down to 1,500m. This follows encouraging step-out drilling results at the Jaguar South and Onça Preta Deposits, where the deepest drilling to date at Jaguar South has returned results such as 20.4m @ 3.94% Ni from 612.0m, 21.0m @ 2.26% Ni from 501.0m and 19.0m @ 2.13% Ni from 220.0m[1] . The new phase of drilling is designed to step-out over 400m below the previous deepest drill holes.

1 Refer to ASX release 26 July 2023. The Company confirms that it is not aware of any new information or data that materially affects the information included in the original market announcement. The Company confirms that the form and context in which the competent person’s findings were presented have not been materially modified from the original announcement.

Australian Office Brazilian Office ASX: CTM / OTCQX: CTTZF Centaurus Metals Limited Centaurus Niquel Ltda ACN 009 468 099 Level 2, 1 Ord Street Edificio Century Tower [email protected] West Perth WA 6005 Rua Maria Luiza Santiago, 200 T: +61 8 6424 8420 AUSTRALIA Santa Lúcia, 17º Andar - Sala 1703 Belo Horizonte - MG - CEP: 30360-740 BRAZIL

AUSTRALIAN SECURITIES EXCHANGE ANNOUNCEMENT & MEDIA RELEASE

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There was strong demand for the Placement from global institutional, corporate and sophisticated investors with bids being scaled to accommodate the demand.

The proceeds of the Placement will increase the Company’s cash balance to approximately A$59 million, significantly strengthening its balance sheet as it completes DFS activities and advances the Project through to FID. Centaurus’ Managing Director, Darren Gordon, said:

“We are very pleased with the strong level of interest received from existing shareholders and global institutional, corporate and sophisticated investors. This reinforces the strengths of the Jaguar asset and the opportunities it presents for the Company and its shareholders as we advance a strategic partnering process with full control and optionality now held over the offtake from the Project.

“We are making good progress with our objective to become one of the world’s next significant green nickel producers and the additional funding raised via the placement puts us in strong position as we close in on the FID decision process, planned for September 2024.

“I would like to take this opportunity to thank existing and new investors who have participated in this capital raising. The strong level of investor interest is testament to the scale and quality of the Jaguar Project, which represents one of the largest ‘green’ nickel projects on the near-term development horizon anywhere in the world.

“The capital raising also means we can continue to pursue a two-pronged development strategy at Jaguar with feasibility, development and strategic partnering activities progressing in parallel with ongoing exploration aimed at delivering further significant growth in the resource base. While the upcoming DFS will be based on what is already a globally significant Mineral Resource Estimate, we could be in a position to publish a much larger resource base by the time we press the button on financing and development – demonstrating a genuine long-lived nickel sulphide asset in global terms with enormous upside.

“We remain confident of the fundamentals for nickel and particularly for Class-1 nickel given the strong demand outlook from the burgeoning EV, renewable energy and lithium-ion battery sectors. We have one of the most significant undeveloped nickel sulphide projects anywhere in the world, and we are looking forward to maximising its potential for our shareholders in the months and years ahead.”

Use of Funds

The funds raised via the placement will be used on the Jaguar Project, for:

  • Completion of Definitive Feasibility Study (DFS) on the Jaguar Project;

  • Front End and Engineering Design (FEED) work on Jaguar prior to a Final Investment Decision (FID);

  • Other pre-development activities at Jaguar;

  • The Jaguar Deeps exploration drill program; and

  • General working capital.

Details of the Placement

The Offer Price of $0.73 per New Share represents a discount of:

  • 13.6% discount to the last traded price of A$0.845 on 27 July 2023; and

  • 14.2% discount to the 5-day VWAP of A$0.850 as of 27 July 2023.

Under the Placement, the Company will issue a total of 64,293,441 New Shares at $0.73 per New Share in a single tranche. The New Shares will be issued under the Company’s current placement capacity under ASX Listing Rule 7.1.

Argonaut Securities Pty Ltd and SCP Resource Finance LP are acting as Joint Lead Managers & Joint Bookrunners to the Placement with Euroz Hartleys Limited and Canaccord Genuity (Australia) Limited as Co-Managers.

The New Shares are expected to be allotted on Monday, 7 August 2023. The New Shares will rank equally with the Company’s existing fully-paid ordinary shares.

AUSTRALIAN SECURITIES EXCHANGE ANNOUNCEMENT & MEDIA RELEASE

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Trading Halt

This announcement brings to an end the Company’s current trading halt.

ENDS-

For further enquiries please contact: Authorised for Release by Nicholas Read Darren Gordon Read Corporate Managing Director M: +61 419 929 046 Centaurus Metals Ltd T: +61 8 9388 1474 T: +61 8 6424 8420

All dollar amounts are in Australian dollars unless otherwise indicated.

Forward-Looking Statements

This announcement may include forward-looking statements. These forward-looking statements are based on Centaurus Metals’ expectations and beliefs concerning future events. Forward-looking statements are necessarily subject to risks, uncertainties and other factors, many of which are outside the control of Centaurus Metals, which could cause actual results to differ materially from such statements. Centaurus Metals makes no undertaking to subsequently update or revise the forward-looking statements made in this announcement, to reflect the circumstances or events after the date of this announcement.

Not an offer in the United States

This announcement has been prepared for publication in Australia and may not be released to US wire services or distributed in the United States. This announcement does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United States or any other jurisdiction. Any securities described in this announcement have not been, and will not be, registered under the US Securities Act of 1933 and may not be offered or sold in the United States except in transactions exempt from, or not subject to, the registration requirements of the US Securities Act and applicable US state securities laws.