Metals X Limited — M&A Activity 2025

Jun 24, 2025

25 JUNE 2025

VOLUNTARY CASH PARTIAL OFFER TO ACQUIRE GREENTECH SHARES – COMPLETION OF DESPATCH OF OFFER DOCUMENT

Metals X Limited ( Metals X or the Company ) (ASX: MLX) confirms that the offer document dated 25 June 2025, which incorporates the Company’s voluntary cash partial offer to qualifying shareholders of Greentech Technology International Limited ( Greentech ) for up to 382,480,000 shares (representing 28.00% of the issued share capital) of Greentech not already owned by the Company and parties acting in concert[1] with it under the Hong Kong Code on Takeovers and Mergers at an offer price of HK$0.35 per share ( Partial Offer ), has been sent to qualifying shareholders of Greentech.

The despatch announcement[2] has been released on the Stock Exchange of Hong Kong Limited ( HKSE ) and is attached. For additional information on the Partial Offer, please refer to the Company’s announcements dated 4, 13 and 25 June 2025.

This announcement has been authorised by the Board of Directors of Metals X Limited.

ENQUIRIES

Mr Brett Smith Executive Director E: brett.smith@metalsx.com.au

1 For the purposes of the Partial Offer, parties acting in concert has the meaning ascribed to it under the Code on Takeovers and Mergers issued by the Securities and Futures Commission of Hong Kong

2 Announcement dated 25 June 2025 and released on the HKSE announcements platform under stock code 00195

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CORPORATE DIRECTORY
Unit 202, Level 2
39 Mends Street
South Perth WA 6151 Australia
ASX Code: MLX
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T +61 8 9220 5700
E reception@metalsx.com.au
ABN 25 110 150 055
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www.metalsx.com.au
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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

This announcement is for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for securities of Greentech Technology International Limited.

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METALS X LIMITED

(Incorporated in Australia with limited liability)

ANNOUNCEMENT DESPATCH OF OFFER DOCUMENT RELATING TO THE UNCONDITIONAL VOLUNTARY CASH PARTIAL OFFER BY YU MING INVESTMENT MANAGEMENT LIMITED FOR AND ON BEHALF OF METALS X LIMITED TO ACQUIRE UP TO 382,480,000 SHARES IN GREENTECH TECHNOLOGY INTERNATIONAL LIMITED (OTHER THAN THOSE ALREADY OWNED BY METALS X LIMITED AND PARTIES ACTING IN CONCERT WITH IT)

Financial adviser to the Offeror

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References are made to (i) the announcements issued by Metals X Limited (the “ Offeror ”) dated 4 June 2025 and 13 June 2025 in relation to the Partial Offer; and (ii) the offer document issued by the Offeror dated 25 June 2025 relating to the Partial Offer (the “ Offer Document ”). Unless the context requires otherwise, capitalised terms used herein shall have the same meaning as defined in the Offer Document.

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DESPATCH OF THE OFFER DOCUMENT

The Offer Document, setting out, among other things, (i) the details of the Partial Offer (including the expected timetable and terms of the Partial Offer); and (ii) the letter from Yu Ming, together with the accompanying Form of Acceptance, has been despatched to the Shareholders on 25 June 2025 in accordance with the Takeovers Code.

EXPECTED TIMETABLE

The expected timetable set out below is indicative only, does not include all steps involved in the Partial Offer (including steps required by law) and is subject to change. Any changes to the expected timetable will be announced by the Offeror. All references to time and dates contained in this announcement are to Hong Kong time and dates.

2025

Despatch date of the Offer Document and the Form of Acceptance and commencement date of the Partial Offer (Note 1) . . . . . . . . . . . . . . Wednesday, 25 June Latest time for posting of the Offeree Document (Note 2) . . . . . . . . . . . . . Wednesday, 9 July Latest time and date for acceptance of the Partial Offer on the Closing Date (Notes 2, 3 and 4) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4:00 p.m. on Wednesday, 23 July

Announcement of the results of the Partial Offer as at the Closing Date (or its extension or revision, if any) to be posted on the website of the Stock Exchange (Notes 4 and 5) . . . . . . . . . . . . . . . . . . . . . . . no later than 7:00 p.m. on Wednesday, 23 July Designated agent starts to stand in the market to provide matching services for sale and purchase of odd lots holdings of Shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9:00 a.m. on Thursday, 24 July

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2025

Latest time and date for posting of remittances for amounts due in respect of valid acceptances received under the Partial Offer on the Closing Date (Note 6) . . . . . . . . . . . . . . . . . . . . . . . . . . . 4:00 p.m. on Friday, 1 August Latest time and date for despatch of share certificate(s) and/or any transfer receipt(s) and other document(s) of title for Shares tendered but not taken up or share certificate(s) in respect of the balance of such Shares . . . . . . . . . . . . . . . . . . . . . . 4:00 p.m. on Friday, 1 August Designated agent ceases to stand in the market to provide matching services for sale and purchase of odd lots holdings of Shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . no later than 4:00 p.m. on Wednesday, 3 September

Notes:

1. The Partial Offer, which is unconditional in all respects, is made on the date of despatch of the Offer Document, and is open for acceptance on and from Wednesday, 25 June 2025, being the date of posting of the Offer Document, until 4:00 p.m. on the Closing Date, i.e. Wednesday, 23 July 2025, or such later time and/or date as permitted by the Executive in accordance with the Takeovers Code.

2. In accordance with the Takeovers Code, the Offeree is required to post the Offeree Document to the Shareholders no later than 14 days after the date of the Offer Document, unless the Executive consents to a later date and the Offeror agrees to extend the Closing Date by the number of days, if appropriate, in respect of which the delay in the posting of the Offeree Document is agreed.

3. Accepting Shareholders whose Shares are held through intermediaries are strongly advised to consult their intermediaries on their respective deadlines for taking their acceptance instruction.

4. In accordance with the Takeovers Code, where the Offeree Document is posted after the date of the Offer Document, the Partial Offer must be open for acceptance for at least 28 days after the date of the Offer Document. Any revision or extension of the Partial Offer will be subject to the permission of the Executive in accordance with the Takeovers Code. The Offeror will issue an announcement in relation to any revision or extension of the Partial Offer, which will state the next Closing Date.

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1. The announcement will comply with the disclosure requirements under Rule 19.1 and Note 7 to Rule 19 of the Takeovers Code and will include, among other things, the results of the Partial Offer and details of the way in which the pro-rata entitlement for each accepting Shareholder was determined.

2. Remittances in respect of the consideration (after deducting the seller’s ad valorem stamp duty) payable for the Offer Shares tendered under the Partial Offer will be posted by ordinary post to the accepting Shareholders at their own risk as soon as possible but in any event no later than seven (7) business days after the Closing Date.

3. If there is a tropical cyclone warning signal number 8 or above or a “black” rainstorm warning (as issued by the Hong Kong Observatory) in force, or “extreme conditions” warning (as announced by the Hong Kong Government) is in force in Hong Kong:

4. (a) at any local time before 12:00 noon but no longer in force after 12:00 noon on the latest date for acceptance of the Partial Offer and the latest date for despatch of remittances for the amounts due under the Partial Offer in respect of valid acceptances, the latest time for acceptance of the Partial Offer will remain at 4:00 p.m. on the same business day and the latest date for despatch of remittances will remain on the same business day; or

5. (b) at any local time between 12:00 noon and 4:00 p.m. on the latest date for acceptance of the Partial Offer and the latest date for posting of remittances for the amounts due under the Partial Offer in respect of valid acceptances, the latest time for acceptance of the Partial Offer will be rescheduled to 4:00 p.m. on, and the latest date for the posting of remittances will be rescheduled to, the following business day which does not have either of those warnings in force at or after 12:00 noon.

Save as mentioned above, if the latest time for acceptance of the Partial Offer does not take effect on the date and time as stated above, the other dates mentioned above may be affected. The Offeror will notify the Shareholders by way of announcement(s) on any change to the expected timetable as soon as practicable.

On behalf of the Board Metals X Limited Brett Robert Smith Executive Director

Hong Kong, 25 June 2025

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As at the date of this announcement, the board of directors of the Offeror comprises Mr. Brett Robert Smith as executive director and Mr. Peter Lynton Gunzburg, Mr. Grahame Oliver White and Mr. Patrick O’Connor as independent non-executive directors.

The directors of the Offeror jointly and severally accept full responsibility for the accuracy of the information contained in this announcement and confirm, having made all reasonable enquiries, that to the best of their knowledge, opinions expressed in this announcement have been arrived at after due and careful consideration and there are no other facts not contained in this announcement, the omission of which would make any statement in this announcement misleading.

In case of any inconsistency, the English text of this announcement shall prevail over the Chinese text.

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