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IONIC RARE EARTHS LIMITED — Capital/Financing Update 2025
Oct 12, 2025
65151_rns_2025-10-12_e590e375-290d-4149-9477-c0d5a8a4877e.pdf
Capital/Financing Update
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Appendix 3B - Proposed issue of securities
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Update Summary
Entity name
IONIC RARE EARTHS LIMITED
Announcement Type
Update to previous announcement
Date of this announcement
13/10/2025
Reason for update to a previous announcement
Number of securities proposed to be issued updated to reflect equity issues between issue of original App 3B on 12 Sep 2025 and record date of 19 Sep 2025 and rounding of entitlement offers
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
IONIC RARE EARTHS 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
083646477
1.3 ASX issuer code
IXR
1.4 The announcement is
Update/amendment to previous announcement
1.4a Reason for update to a previous announcement
Number of securities proposed to be issued updated to reflect equity issues between issue of original App 3B on 12 Sep 2025 and record date of 19 Sep 2025 and rounding of entitlement offers
1.4b Date of previous announcement to this update
12/9/2025
1.5 Date of this announcement
13/10/2025
1.6 The Proposed issue is:
A standard +pro rata issue (non-renounceable or renounceable)
1.6a The proposed standard +pro rata issue is:
- Renounceable
Appendix 3B - Proposed issue of securities
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Appendix 3B - Proposed issue of securities
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Part 3 - Details of proposed entitlement offer issue
Part 3A - Conditions
3A.1 Do any external approvals need to be obtained or other conditions satisfied before the entitlement offer can proceed on an unconditional basis? No
Part 3B - Offer details
+Class or classes of +securities that will participate in the proposed issue and +class or classes of +securities proposed to be issued
ASX +security code and description
IXR : ORDINARY FULLY PAID
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 If the entity has quoted company +security include an offer of options, do the terms entitle option attaching +securities? holders to participate on exercise? Yes No
Details of +securities proposed to be issued
ASX +security code and description
IXR : ORDINARY FULLY PAID
ISIN Code (if Issuer is a foreign company and +securities do not have +CDIs issued over them)
ISIN Code for the tradable rights created under a renounceable right issue (if Issuer is foreign company and +securities do not have +CDIs issued over them)
Offer ratio (ratio to existing holdings at which the proposed +securities will be issued) The quantity of additional +securities For a given quantity of +securities to be issued held 1 15
Appendix 3B - Proposed issue of securities
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Appendix 3B - Proposed issue of securities
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What will be done with fractional Maximum number of +securities entitlements? proposed to be issued (subject to rounding) Fractions rounded down to the nearest 380,705,105 whole number or fractions disregarded
Reason for the update of 'Maximum number of +securities proposed to be issued'
Updated to reflect equity issues between issue of original App 3B on 12 Sep 2025 and record date of 19 Sep 2025 and rounding of entitlement offers
Offer price details for retail security holders
In what currency will the offer be What is the offer price per +security made? for the retail offer? AUD - Australian Dollar AUD 0.01600
Oversubscription & Scale back details
Will individual +security holders be permitted to apply for more than their entitlement (i.e. to over-subscribe)? Yes
Describe the limits on over-subscription
Up to 379,630,277 shares in aggregate for the Offer and Shortfall Offer
Will a scale back be applied if the offer is over-subscribed? Yes
Describe the scale back arrangements
The Company will determine in its discretion a scale-back allocation policy if the Shortfall Shares are oversubscribed in consultation with the Lead Manager and Underwriter.
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)
ISIN Code for the tradable rights created under a renounceable right issue (if Issuer is foreign company and +securities do not have +CDIs issued over them)
Appendix 3B - Proposed issue of securities
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Appendix 3B - Proposed issue of securities
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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 OPTION EXPIRING 30-SEP-2028 EX $0.025
+Security type
Options
Offer ratio (ratio of attaching securities at which the new +securities will be issued)
The quantity of attaching +securities to be issued For a given quantity of the new +securities issued 1 1 What will be done with fractional entitlements? Maximum number of +securities proposed to be issued (subject to rounding) Fractions rounded down to the nearest whole number or fractions disregarded 380,705,105
Reason for the update of 'Maximum number of +securities proposed to be issued'
Updated to reflect equity issues between issue of original App 3B on 12 Sep 2025 and record date of 19 Sep 2025 and rounding of entitlement offers
Offer price details for retail security holders
In what currency will the offer be made? What is the offer price per +security for the retail offer? AUD 0.00000
AUD - Australian Dollar
Oversubscription & Scale back details
Will individual +security holders be permitted to apply for more than their entitlement (i.e. to over-subscribe)? Yes
Describe the limits on over-subscription
Up to 379,630,277 shares in aggregate for the Offer and Shortfall Offer
Will a scale back be applied if the offer is over-subscribed? Yes
Describe the scale back arrangements
The Company will determine in its discretion a scale-back allocation policy if the Shortfall Shares are oversubscribed in consultation with the Lead Manager and Underwriter.
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 0.0250 30/9/2028
Details of the type of +security that will be issued if the option is exercised
IXR : ORDINARY FULLY PAID
Number of securities that will be issued if the option is exercised
One IXR fully paid share will be issued for each option exercised
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. Prospectus dated 12 September 2025 https://www.asx.com.au/markets/trade-our-cash-market/announcements.ixr
Part 3C - Timetable
3C.1 +Record date
19/9/2025
3C.2 Ex date
18/9/2025
3C.3 Date rights trading commences
18/9/2025
3C.4 Record date
19/9/2025
3C.5 Date on which offer documents will be sent to +security holders entitled to participate in the +pro rata issue
24/9/2025
3C.6 Offer closing date
9/10/2025
3C.7 Last day to extend the offer closing date
6/10/2025
3C.8 Date rights trading ends
2/10/2025
3C.9 Trading in new +securities commences on a deferred settlement basis
3/10/2025
Appendix 3B - Proposed issue of securities
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Appendix 3B - Proposed issue of securities
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3C.11 +Issue date and last day for entity to announce results of +pro rata issue 16/10/2025
3C.12 Date trading starts on a normal T+2 basis 17/10/2025 3C.13 First settlement date of trades conducted on a +deferred settlement basis and on a normal T+2 basis 21/10/2025
Part 3E - Fees and expenses
3E.1 Will there be a lead manager or broker to the proposed offer? Yes
3E.1a Who is the lead manager/broker? Mahe Capital Pty Ltd 3E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker? - Lead Manager fee $60,000 - 1% management fee of the total amount raised under the Offer - 5% underwriting fee of the Underwritten Amount. - 3 New Options for every $1 raised under the Offer. - 5% of any shortfall not taken up under the Offer which is placed by the Company during the 3 months following the close of the Offer. 3E.2 Is the proposed offer to be underwritten? Yes 3E.2a Who are the underwriter(s)? Mahe Capital Pty Ltd
3E.2b What is the extent of the underwriting (ie the amount or proportion of the offer that is underwritten)? $2 million 3E.2c What fees, commissions or other consideration are payable to them for acting as underwriter(s)? 5% of the Underwritten Amount 3E.2d Please provide a summary of the significant events that could lead to the underwriting being terminated The Underwriting Agreement may be terminated upon the occurrence of several events, including each of the events below: a. (Indices fall): the S&P ASX 200 Index falls 7% or more; b. (Commodities): the price of COMEX gold or NYMEX WTI crude falls 7% or more; c. (Prospectus): the Company does not lodge the Prospectus on time or withdraws it; d. (No Listing Approval): the Company fails to lodge an Appendix 3B and an Appendix 2A in relation to the underwritten securities on time; e. (No Official Quotation): ASX has advised the Company that it will not or may not grant official quotation to the underwritten securities; f. (Price): the Offer price is greater than the volume weighted average price of the Company¿s Shares calculated over three days after the date of the Underwriting Agreement; 3E.2e Is a party referred to in listing rule 10.11 underwriting or sub-underwriting the proposed offer? No 3E.3 Will brokers who lodge acceptances or renunciations on behalf of eligible +security holders be paid a handling fee or commission?
Appendix 3B - Proposed issue of securities
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Appendix 3B - Proposed issue of securities
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No
3E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed offer
Part 3F - Further Information
3F.1 The purpose(s) for which the entity intends to use the cash raised by the proposed issue Proceeds from the Offer will primarily be used to support the activity underway on financing Ionic Technologies Belfast magnet recycling project, advancing the Brazilian rare earth refining and recycling Viridion joint venture and working capital.
3F.2 Will holdings on different registers or subregisters be aggregated for the purposes of determining entitlements to the issue? No 3F.3 Will the entity be changing its dividend/distribution policy if the proposed issue is successful? No 3F.4 Countries in which the entity has +security holders who will not be eligible to participate in the proposed issue 3F.5 Will the offer be made to eligible beneficiaries on whose behalf eligible nominees or custodians hold existing +securities No 3F.6 URL on the entity's website where investors can download information about the proposed issue https://ionicre.com/investors/asx-announcements/
3F.7 Any other information the entity wishes to provide about the proposed issue Refer prospectus dated 12 September 2025 https://www.asx.com.au/markets/trade-our-cash-market/announcements.ixr 3F.8 Will the offer of rights under the rights issue be made under a +disclosure document or product disclosure statement under Chapter 6D or Part 7.9 of the Corporations Act (as applicable)? Yes
3F.9 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 +disclosure document or +PDS for the +securities proposed to be issued
Appendix 3B - Proposed issue of securities
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