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Nova Minerals Ltd Capital/Financing Update 2024

Sep 25, 2024

34115_rns_2024-09-25_221e44db-0685-44e0-870c-e7c317bbd8a9.pdf

Capital/Financing Update

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26 September 2024

ASX RELEASE

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Cleansing Statement

Notice Pursuant to Section 708A(5)(e) of the Corporations Act

Nova Minerals Limited ( Nova or the Company ) ( ASX: NVA, NASDAQ: NVA, NVAWW, OTC: NVAAF, FSE: QM3 ) advises that it has issued 28,380,000 fully paid shares ( Shares ) as part of the American underwritten public offering on the NASDAQ Stock Market ( NASDAQ ) as outlined in the Company’s ASX Announcement dated 24 September 2024.

Nova will issue 473,000 American Depositary Shares ( ADSs ), which will trade on the NASDAQ at a price to the public of US$5.00 per ADS. Each ADS represents 60 ordinary shares in the Company. Accordingly, the Company will issue a total of 28,380,000 Shares to the depositary agent, which will underlie the ADSs.

Secondary Trading Exemption:

The Corporations Act 2001 (Cth) restricts the on-sale of securities issued without disclosure unless the sale is exempt under Section 708 or 708A. By the Company giving this notice, a sale of the Shares noted above will fall within the exemption in section 708A(5) of the Act.

The Company hereby notifies the ASX under paragraph 708(A)(5)(e) of the Act that:

  • (a) The Company issued the Shares without disclosure to investors under Part 6D.2 of the Act;

  • (b) This notice is given pursuant to paragraph 5(e) of section 708A of the Act.

  • (c) As at the date of this notice the Company has complied with:

    • the provisions of Chapter 2M of the Corporations Act, as they apply to the Company; and

    • Section 674 of the Corporation Act.

  • (d) As at the date of this notice there is no 'excluded information' (within the meaning of sections 708A(7) and 708A(8) of the Corporations Act) required to be disclosed under section 708A(6)(e) of the Corporations Act.:

    • a. that has been excluded from a continuous disclosure notice in accordance with the Listing Rules;

    • b. that investors and their professional advisors would reasonably require for the purpose of making an informed assessment of:

      • i. The assets and liabilities, financial position and performance, profits and losses and prospects of the Company; or

      • ii. The rights and liabilities attaching to the Securities to the extent to which it is reasonable for investors and their professional advisers to expect to find the information in a disclosure document.

For completeness, the Company notes that it expects to lodge its Annual Financial Report in the coming days. The financial position in the Annual Financial Report is expected to be consistent with prior financial disclosures (including the Company’s quarterly cash flow reports) and subsequent events notes,

Corporate ASX: NVA | OTC: NVAAF | FSE: QM3 Suite 5, 242 Hawthorn Road, www.novaminerals.com.au Caulfield, Victoria, 3161, Email [email protected] Australia Phone +61 2 9537 1238 ACN 006 690 348

Main Operations Whiskey Bravo Airstrip Matanuska-Susitna Borough, Alaska, USA 1150 S Colony Way Suite 3-440, Palmer, AK 99645

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including the current capital raising the subject of this cleansing statement and the capital raising completed and announced on 26 July 2024.

An Appendix 2A in relation to the quotation of the Shares, will be lodged separately today. For further information regarding Nova Minerals Limited, please visit the Company’s website www.novaminerals.com.au

This announcement has been authorized for release by the Company Secretary.

Christopher Gerteisen CEO and Executive Director

E: [email protected]

Craig Bentley Director of Finance & Compliance Finance & Investor Relations E: [email protected] M: +61 414 714 196

Ian Pamensky Company Secretary E: [email protected] M: +61 414 864 746

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