IONIC RARE EARTHS LIMITED — Capital/Financing Update 2024

Nov 25, 2024

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ASX Announcement

ASX:IXR

26 November 2024

IONICRE COMPLETES $1.65 M CAPITAL RAISE, SPP ANNOUNCED

• IonicRE has received firm commitments to raise $1.65 million in a Placement of approximately 235,714,282 shares at $0.007 each;

• Shareholders to be provided with an opportunity to participate through a Security Purchase Plan;

• Directors commit $202,000 to participate in the raise, subject to shareholder approval at an EGM;

• Funds raised will support:

• Progressing funding arrangement for Ionic Technologies Belfast magnet recycling Project; and

• Advancing the Brazilian rare earth refining and recycling JV (“Viridion”).

Ionic Rare Earths Limited (ASX: IXR) (“IonicRE” or “the Company”) is pleased to announce it has received firm commitments to raise $1.65 million (before costs) by way of a share placement at $0.007 per share (“Placement”). The Placement was strongly supported by key existing sophisticated and institutional investors.

Placement Details

The Company has received binding commitments from existing shareholders to raise $1.65 million (before costs) through the issue of 235,714,282 fully paid ordinary shares ("Shares") at an issue price of $0.007 per Share (“Placement Shares” ), which represents a 22% discount to the Company's closing price of 0.9 cents per Share on 21 November 2024 (being the last trading day prior to the announcement of the Placement and SPP), and a 26.4% discount to the Company’s 5-day VWAP of 0.95 cents. Placement Shares issued will rank equally with IonicRE’s existing Shares quoted on the ASX. For every two Placement Shares subscribed for the subscriber is also entitled to one Option. The 117,857,141 Options issued under the Placement will have an exercise price of $0.011 each and expiry date of 15 December 2027 (“ Placement Options” ). The Placement Options will not be listed and the Placement is not underwritten. 206,857,142 Shares and 103,428,571 Options issued under the Placement will be issued utilising the Company’s existing placement capacity pursuant to Listing Rule 7.1 and are expected to be issued on Monday, 2 December 2024.

Ionic Rare Earths Limited Level 5 South 459 Collins Street Melbourne Vic 3000 Australia

Phone: +61 3 9776 3434 Email: investors@ionicre.com Web: www.ionicre.com ACN: 083 646 477

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As part of the $1.65 million Placement, in aggregate, the Directors will seek shareholder approval to subscribe for $202,000 under the Placement (representing 28,857,140 Shares and 14,428,570 options), subject to shareholder approval at a General Meeting of Shareholders to be held early in 2025.

SPP Details

In addition to the Placement, the Company will offer eligible existing shareholders with a registered address in Australia or New Zealand who were holders of Shares at 7:00 pm (AEST) on Monday 25 November 2024 (the “ Record Date ”) (" Eligible Shareholders "), the opportunity to apply for New Shares via a non-underwritten Securities Purchase Plan (“ SPP” ), without incurring brokerage fees. For every two SPP Shares subscribed for the subscriber is also entitled to one Option exercisable at 1.1 cents by 15 December 2027 (“ SPP Option” ).

The Company is seeking $500,000 (before costs) under the SPP at the same price as the Placement ($0.007 per Share). Eligible Shareholders will have the opportunity to apply for up to $30,000 worth of Shares. The Shares issued under the SPP will rank equally with the Company’s existing Shares. The Directors reserve the right to accept oversubscriptions under the SPP.

Shares and Options issued under the SPP do not satisfy the requirements of ASX listing Rule 7.2 Exception 5 and therefore up to 71,428,571 Shares and 35,714,285 options will be issued utilising the Company’s existing placement capacity pursuant to Listing Rule 7.1.

Further information in relation to the SPP, including the terms and conditions, is expected to be made available to Eligible Shareholders on Monday, 2 December 2024, together with the SPP Offer Prospectus. Eligible Shareholders should review the SPP terms and conditions in full before deciding whether or not to participate in the SPP.

As the Directors will seek shareholders approval to participate in the Placement, they will not seek to participate in the SPP. Under the ASX Listing Rules, the Directors are only entitled to participate in the SPP with prior shareholder approval. The SPP is not underwritten.

Indicative Timeline

Event	2024
Trading halt	Fri, 22 November
Record date for eligibility to participate in SPP	Mon, 25 November
Trading halt lifted and announcement of Placement and SPP	Tue, 26 November
Settlement of New Shares under the Placement	Fri, 29 November
New Shares and Options issued under the Placement	Mon, 2 December
Despatch of Prospectus and SPP Offer opens	Mon, 2 December
SPP closing date 5:00 pm	Mon, 16 December
Allotment of New Shares under the SPP	Mon, 23 December

The above timetable is indicative only and subject to change. The Company reserves the right to amend these dates at its absolute discretion, subject to the Corporations Act 2001 (Cth), the ASX Listing Rules and other applicable laws. The quotation of the Shares to be issued pursuant to the SPP is subject to approval from the ASX. The Company reserves the right to withdraw the Placement (or any part of it) or the SPP without notice to you.

Ionic Rare Earths Limited Level 5 South 459 Collins Street Melbourne Vic 3000 Australia

Phone: +61 3 9776 3434 Email: investors@ionicre.com Web: www.ionicre.com ACN: 083 646 477

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Use of Funds

Proceeds from the Placement SPP (and any funds raised on the exercise of the Options) will be used to support the activity underway on financing Ionic Technologies Belfast magnet recycling Project, advancing the Brazilian rare earth refining and recycling JV (“Viridion”), satisfy ongoing tenement standing at Makuutu, provide working capital, as well as to meet the costs of the SPP Offer and the Placement.

The use and allocation of capital may need to be altered during the course of the Company’s programs. Funds may be re-allocated to any particular project according to results, program assessment and strategic needs.

Joint Lead Managers

MST Financial Services Pty Limited (ACN 617 475 180, AFSL 500577) ( MST ) and GBA Capital Pty Ltd (ACN 643 039 123) ( GBA ), are acting as joint lead managers and bookrunners ( JLMs ) to the Placement on a best endeavour basis. The JLMs will receive a fee equal to 6% of the Placement proceeds.

All amounts are in Australian dollars unless otherwise specified.

Nothing contained in this announcement constitutes investment, legal, tax or other advice. Investors should seek appropriate professional advice before making any investment decision.

For more information about IonicRE and its operations, please visit www.ionicre.com.

Authorised for release by the Board.

For enquiries, contact:

For Company Tim Harrison Ionic Rare Earths Limited investors@ionicre.com +61 (3) 9776 3434

For Investor Relations Peter Taylor NWR Communications peter@nwrcommunications.com.au +61 (0) 412 036 231

Ionic Rare Earths Limited Level 5 South 459 Collins Street Melbourne Vic 3000 Australia

Phone: +61 3 9776 3434 Email: investors@ionicre.com Web: www.ionicre.com ACN: 083 646 477

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