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GENMIN LIMITED — Capital/Financing Update 2025
Nov 16, 2025
64979_rns_2025-11-16_3ea08d1b-57e4-4a77-93b7-0e53d93da63d.pdf
Capital/Financing Update
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Appendix 3B - Proposed issue of securities
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Update Summary Entity name GENMIN LIMITED Announcement Type Update to previous announcement Date of this announcement 17/11/2025 Reason for update to a previous announcement Corrected maximum numbers of securities Refer to next page for full details of the announcement
Appendix 3B - Proposed issue of securities
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Appendix 3B - Proposed issue of securities
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Part 1 - Entity and announcement details
1.1 Name of +Entity
GENMIN LIMITED
We (the entity named above) give ASX the following information about a proposed issue of +securities and, if ASX agrees to +quote any of the +securities (including any rights) on a +deferred settlement basis, we agree to the matters set out in Appendix 3B of the ASX Listing Rules.
If the +securities are being offered under a +disclosure document or +PDS and are intended to be quoted on ASX, we also apply for quotation of all of the +securities that may be issued under the +disclosure document or +PDS on the terms set out in Appendix 2A of the ASX Listing Rules (on the understanding that once the final number of +securities issued under the +disclosure document or +PDS is known, in accordance with Listing Rule 3.10.3C, we will complete and lodge with ASX an Appendix 2A online form notifying ASX of their issue and applying for their quotation).
1.2 Registered Number Type
ACN
Registration Number
141425292
1.3 ASX issuer code
GEN
1.4 The announcement is
Update/amendment to previous announcement
1.4a Reason for update to a previous announcement
Corrected maximum numbers of securities
1.4b Date of previous announcement to this update
17/11/2025
1.5 Date of this announcement
17/11/2025
1.6 The Proposed issue is:
A placement or other type of issue
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Appendix 3B - Proposed issue of securities
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Part 7 - Details of proposed placement or other issue
Part 7A - Conditions
7A.1 Do any external approvals need to be obtained or other conditions satisfied before the placement or other type of issue can proceed on an unconditional basis? Yes 7A.1a Conditions
Approval/Condition +Security holder approval
Date for determination 16/12/2025
Is the date estimated or ** Approval actual? received/condition met? Actual
Comments
Shareholder approval to be sought for the issue of tranche 2 placement shares and options, including to entities associated with directors, and the joint lead managers to the placement.
Part 7B - Issue details
Is the proposed security a 'New class' (+securities in a class that is not yet quoted or recorded by ASX) or an 'Existing class' (additional securities in a class that is already quoted or recorded by ASX)? Existing class
Will the proposed issue of this +security include an offer of attaching +securities? Yes
Details of +securities proposed to be issued
ASX +security code and description
GEN : ORDINARY FULLY PAID
Number of +securities proposed to be issued
2,570,000,000
Reason for the update of 'Number of +securities proposed to be issued'
Incorrectly stated due to an administrative error
Offer price details
Are the +securities proposed to be issued being issued for a cash consideration? Yes
In what currency is the cash consideration being paid? AUD - Australian Dollar
What is the issue price per +security? AUD 0.01000
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Appendix 3B - Proposed issue of securities
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Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes
Attaching +Security
Is the proposed attaching security a 'New class' (+securities in a class that is not yet quoted or recorded by ASX) or an 'Existing class' (additional +securities in a class that is already quoted or recorded by ASX)? New class
Attaching +Security - New class (+securities in a class that is not yet quoted or recorded by ASX)
Details of attaching +securities proposed to be issued
ISIN Code (if Issuer is a foreign company and +securities do not have +CDIs issued over them)
Have you received confirmation from ASX that the terms Will the entity be seeking quotation of the 'new' class of of the proposed +securities are appropriate and +securities on ASX? equitable under listing rule 6.1? Yes Yes
ASX +security code +Security description New class-code to be confirmed Options exercisable at AUD$0.015 expiring 2 years from the date of issue
+Security type
Options
Number of +securities proposed to be issued
1,359,145,722
Reason for the update of 'Number of +securities proposed to be issued'
Incorrectly stated due to an administrative error
Offer price details
Are the +securities proposed to be issued being issued for a cash consideration? No
Please describe the consideration being provided for the +securities
Free attaching options, including those to be issued to the Joint Lead Managers as partial consideration for acting as joint lead managers to the placement
Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities
0.000001
Will all the +securities issued in this class rank equally in all respects from their issue date? Yes
Options details
+Security currency
AUD - Australian Dollar
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Appendix 3B - Proposed issue of securities
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Exercise price Expiry date AUD 0.0150 18/12/2027
Details of the type of +security that will be issued if the option is exercised
Other
Description
1 fully paid ordinary share and, if the option is exercised within 1 year of the date of its issue, also 1 free unlisted option with an exercise price of AUD$0.02 and expiry date of 15 December 2028 (refer below for details of these 'piggyback' options)
Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities proposed to be issued or provide the information by separate announcement.
Refer to the Company's notice of extraordinary general meeting dated 17 November 2025
Details of attaching +securities proposed to be issued
ISIN Code (if Issuer is a foreign company and +securities do not have +CDIs issued over them)
Have you received confirmation from ASX that the terms Will the entity be seeking quotation of the 'new' class of of the proposed +securities are appropriate and +securities on ASX? equitable under listing rule 6.1? No Yes
ASX +security code +Security description New class-code to be confirmed Options exercisable at AUD$0.02 expiring 15 December 2028
+Security type
Options
Number of +securities proposed to be issued
1,359,145,722
Reason for the update of 'Number of +securities proposed to be issued'
Incorrectly stated due to an administrative error
Offer price details
Are the +securities proposed to be issued being issued for a cash consideration? No
Please describe the consideration being provided for the +securities
Free 'piggyback' option issued on exercise of an attaching option (AUD$0.015, expiry 2 years from date of issue) if the attaching option is exercised within 1 year after its date of issue
Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities
0.000001
Will all the +securities issued in this class rank equally in all respects from their issue date? Yes
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Appendix 3B - Proposed issue of securities
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Options details
+Security currency AUD - Australian Dollar
Exercise price Expiry date AUD 0.0200 15/12/2028
Details of the type of +security that will be issued if the option is exercised
GEN : ORDINARY FULLY PAID
Number of securities that will be issued if the option is exercised
1 fully paid ordinary share
Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities proposed to be issued or provide the information by separate announcement.
Refer to the Company's notice of extraordinary general meeting dated 17 November 2025
Part 7C - Timetable
7C.1 Proposed +issue date
24/11/2025
Part 7D - Listing Rule requirements
7D.1 Has the entity obtained, or is it obtaining, +security holder approval for the entire issue under listing rule 7.1? No
7D.1b Are any of the +securities proposed to be issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1? Yes
7D.1b ( i ) How many +securities are proposed to be issued without security holder approval using the entity's 15% placement capacity under listing rule 7.1?
131,942,915 fully paid ordinary shares
7D.1c Are any of the +securities proposed to be issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A (if applicable)? No
7D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue? Yes
7D.3 Will any of the +securities to be issued be +restricted securities for the purposes of the listing rules? No
7D.4 Will any of the +securities to be issued be subject to +voluntary escrow? No
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Appendix 3B - Proposed issue of securities
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Part 7E - Fees and expenses
7E.1 Will there be a lead manager or broker to the proposed issue? Yes
7E.1a Who is the lead manager/broker?
Canaccord Genuity (Australia) Limited and Foster Stockbroking Pty Limited
7E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker?
Management fee of 2% of the gross proceeds (1% in respect of gross proceeds from entities associated with directors and certain other investors introduced by the Company ('Excluded Funds'))
Selling fee of 4% of the gross proceeds (except on Excluded Funds)
Issue of up to 74,145,722 broker options (on the same terms as the attaching options exercisable at AUD$0.015 and expiring 2 years after the date of issue).
7E.2 Is the proposed issue to be underwritten?
No
7E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed issue
N/A
Part 7F - Further Information
7F.01 The purpose(s) for which the entity is issuing the securities
To progress the Baniaka iron ore project towards a final investment decision, complete the Baniaka PFS addendum, corporate costs & general working capital, pay Company creditors, repay director loans (by conversion to equity) & costs of the placement.
7F.1 Will the entity be changing its dividend/distribution policy if the proposed issue proceeds? No
7F.2 Any other information the entity wishes to provide about the proposed issue
The offer of the options will be made pursuant to a transaction-specific prospectus under section 713 Corporations Act 2001 (Cth) in order to facilitate secondary trading of shares issued upon their exercise.
7F.3 Any on-sale of the +securities proposed to be issued within 12 months of their date of issue will comply with the secondary sale provisions in sections 707(3) and 1012C(6) of the Corporations Act by virtue of: The publication of a cleansing notice under section 708A(5), 708AA(2)(f), 1012DA(5) or 1012DAA(2)(f)
Appendix 3B - Proposed issue of securities
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