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MT MALCOLM MINES NL — Capital/Financing Update 2025
Oct 26, 2025
65280_rns_2025-10-26_ee83cc02-64e4-4b54-bf38-ed760f0c0e43.pdf
Capital/Financing Update
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Appendix 3B - Proposed issue of securities
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Announcement Summary
Entity name
MT MALCOLM MINES NL
Announcement Type
New announcement
Date of this announcement
27/10/2025
The Proposed issue is:
A standard pro rata issue (including non-renounceable or renounceable) A placement or other type of issue
Total number of +securities proposed to be issued for a standard pro rata issue (including non-renounceable or renounceable)
| Maximum Number of | ||
|---|---|---|
| ASX +security code | +Security description | +securities to be issued |
| New class-code to be | Listed options exercisable at $0.03 expiring 3 years from the | 155,340,055 |
| confirmed | date of issue. | |
| M2M | ORDINARY FULLY PAID | 155,340,055 |
Ex date
29/10/2025
+Record date
30/10/2025
Offer closing date
18/11/2025
Issue date
25/11/2025
Total number of +securities proposed to be issued for a placement or other type of issue
| Maximum Number of | ||
|---|---|---|
| ASX +security code | +Security description | +securities to be issued |
| New class-code to be | Listed options exercisable at $0.03 expiring 3 years from the | 11,650,504 |
| confirmed | date of issue. |
Proposed +issue date 25/11/2025
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
MT MALCOLM MINES NL
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
646466435
1.3 ASX issuer code
M2M
1.4 The announcement is
New announcement
1.5 Date of this announcement
27/10/2025
1.6 The Proposed issue is:
A standard +pro rata issue (non-renounceable or renounceable) A placement or other type of issue
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
M2M : 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 Yes
Details of +securities proposed to be issued
ASX +security code and description M2M : 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 2
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 up to the next 155,340,055 whole number 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 0.01500 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
Shareholders will be able to oversubscribe up to the offer amount.
Will a scale back be applied if the offer is over-subscribed? Yes Describe the scale back arrangements Decisions regarding the scale back of oversubscriptions are at the discretion of the board. 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)
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?
Appendix 3B - Proposed issue of securities
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Appendix 3B - Proposed issue of securities
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No Yes ASX +security code +Security description New class-code to be confirmed Listed options exercisable at $0.03 expiring 3 years from the date of issue. +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 up to the next whole number 155,340,055 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
Shareholders will be able to oversubscribe up to the offer amount.
Will a scale back be applied if the offer is over-subscribed? Yes
Describe the scale back arrangements
Decisions regarding the scale back of oversubscriptions are at the discretion of the board.
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
Exercise price AUD 0.0300
Expiry date 25/11/2028
Details of the type of +security that will be issued if the option is exercised M2M : ORDINARY FULLY PAID
Appendix 3B - Proposed issue of securities
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Appendix 3B - Proposed issue of securities
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Number of securities that will be issued if the option is exercised
1 ASX:M2M 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 ASX Announcement "Prospectus" released 27 October 2025.
Details of company options where holders entitled to participate in the offer
ASX +security code and description
M2MO : OPTION EXPIRING 31-DEC-2025
Date Option must be exercised by
30/10/2025
Part 3C - Timetable
3C.1 +Record date
30/10/2025
3C.2 Ex date
29/10/2025
3C.3 Date rights trading commences
29/10/2025
3C.4 Record date
30/10/2025
3C.5 Date on which offer documents will be sent to +security holders entitled to participate in the +pro rata issue 4/11/2025
3C.6 Offer closing date
18/11/2025
3C.7 Last day to extend the offer closing date
13/11/2025
3C.8 Date rights trading ends
11/11/2025 3C.9 Trading in new +securities commences on a deferred settlement basis 12/11/2025 3C.11 +Issue date and last day for entity to announce results of +pro rata
Appendix 3B - Proposed issue of securities
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Appendix 3B - Proposed issue of securities
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issue
25/11/2025
3C.12 Date trading starts on a normal T+2 basis
26/11/2025
3C.13 First settlement date of trades conducted on a +deferred settlement basis and on a normal T+2 basis 28/11/2025 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?
A Lead Manager fee of $60,000. Five New Options for every one dollar raised, on the same terms as the New Options offered under the Rights Issue. A Management Fee of 1% of the total amount raised. 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)? $1,000,000.
3E.2c What fees, commissions or other consideration are payable to them for acting as underwriter(s)?
5% of the total amount underwritten. 3E.2d Please provide a summary of the significant events that could lead to the underwriting being terminated The Underwriter may terminate the Underwriting Agreement in certain circumstances, including material market or commodity price falls, withdrawal or defect in the Prospectus, failure to obtain ASX approvals or quotation, breach or misrepresentation by the Company, material adverse change, insolvency, litigation, force majeure, or significant changes in management, capital structure or shareholding. Termination may also occur if geopolitical, economic or regulatory events arise that could reasonably be expected to have a material adverse effect on the Company or the Offer. 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? No 3E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed offer If the underwritten amount is less than the full amount, Mahe Capital will receive 5% of any shortfall placed (beyond the underwritten amount), including any additional amount that might be placed under the Company's 7.1 and 7.1A placement capacity (if applicable).
Appendix 3B - Proposed issue of securities
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Appendix 3B - Proposed issue of securities
Part 3F - Further Information
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3F.1 The purpose(s) for which the entity intends to use the cash raised by the proposed issue
The entity intends to use the cash raised from the proposed issue to fund exploration drilling and evaluation of the Company's projects, provide additional working capital and cover the costs associated with the offer.
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
Security holders based in Australia, New Zealand, China and South Korea are eligible to participate.
3F.5 Will the offer be made to eligible beneficiaries on whose behalf eligible nominees or custodians hold existing +securities Yes
3F.5a Please provide further details of the offer to eligible beneficiaries
The offer is being made to all Eligible Shareholders, including nominees, trustees and custodians, who may apply on behalf of underlying beneficial holders (UBHs). Foreign offer restrictions will apply based on the UBH's registered address, regardless of the custodian's investor status.
3F.6 URL on the entity's website where investors can download information about the proposed issue
https://mtmalcolm.com.au/investors/announcements/
3F.7 Any other information the entity wishes to provide about the proposed issue
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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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? No
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)? New class
Will the proposed issue of this +security include an offer of attaching +securities? No
Details of +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 Will the entity be seeking quotation ASX that the terms of the proposed of the 'new' class of +securities on +securities are appropriate and ASX? equitable under listing rule 6.1? Yes No ASX +security code +Security description New class-code to be confirmed Listed options exercisable at $0.03 expiring 3 years from the date of issue.
+Security type
Options
Number of +securities proposed to be issued
11,650,504
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
The Options are being issued as part consideration for the Underwriting and Lead Manager services.
Appendix 3B - Proposed issue of securities
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Appendix 3B - Proposed issue of securities
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| Please provide an estimate of the AUD equivalent of the consideration being | |
|---|---|
| provided for the +securities | |
| Will all the +securities issued in this class rank equally in all respects from | |
| their issue date? | |
| Yes | |
| Options details | |
| +Security currency Exercise price |
Expiry date |
| AUD - Australian Dollar AUD 0.0300 |
25/11/2028 |
| Details of the type of +security that will be issued if the option is exercised | |
| M2M : ORDINARY FULLY PAID | |
| Number of securities that will be issued if the option is exercised | |
| 1 ASX:M2M 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 ASX Announcement "Prospectus" released 27 October 2025. |
Part 7C - Timetable
7C.1 Proposed +issue date 25/11/2025
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?
11,650,504
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? No
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?
Appendix 3B - Proposed issue of securities
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Appendix 3B - Proposed issue of securities
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No
Part 7E - Fees and expenses
7E.1 Will there be a lead manager or broker to the proposed issue? No
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
The securities are being issued as part consideration for Lead Manager services.
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
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 +disclosure document or +PDS for the +securities proposed to be issued
Appendix 3B - Proposed issue of securities
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