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Nova Minerals Ltd — Capital/Financing Update 2025
Dec 23, 2025
34115_rns_2025-12-23_920ad114-9083-43d3-a5c9-32d14de79d06.pdf
Capital/Financing Update
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ASX Announcement
24 December 2025
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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 ) a gold and critical minerals exploration stage company focused on advancing the Estelle Gold and Critical Minerals Project in Alaska, U.S.A., advises that it has issued 4,103,100 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 19 December 2025. The issue represents a partial exercise of the option granted to the underwriter to purchase up to an additional 439,245 ADSs to cover over-allotments (“ Over Allotment ADS ”).
Nova will issue 341,925 American Depositary Shares ( ADS s), which will trade on the NASDAQ at a price to the public of US$6.83 per ADS. Each ADS represents 12 ordinary shares in the Company. Accordingly, the Company will issue a total of 4,103,100 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:
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(a) The Company issued the Shares without disclosure to investors under Part 6D.2 of the Act;
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(b) This notice is given pursuant to paragraph 5(e) of section 708A of the Act.
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(c) As at the date of this notice the Company has complied with:
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the provisions of Chapter 2M of the Corporations Act, as they apply to the Company; and
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Section 674 of the Corporation Act.
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(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.:
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a. that has been excluded from a continuous disclosure notice in accordance with the Listing Rules;
- i. The Company completed an exploration program in September 2025. The Company is still awaiting for some assay results to be delivered, certified and passed by QA/QC. The Company will release these results as they become available upon interpretation in their entirety;
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b. that investors and their professional advisors would reasonably require for the purpose
Main Operations Whiskey Bravo Airstrip Matanuska-Susitna Borough, Alaska, USA 1150 S Colony Way Suite 3-440, Palmer, AK 99645
Corporate www.novaminerals.com.au Suite 5, 242 Hawthorn Road, [email protected] CaulJeld, VICTORIA 3161, Australia ACN 006 690 348 Phone +61 3 9537 1238 NASDAQ: NVA NVA | ASX: NVANVA ASX: NVANVA
NASDAQ: NVA NVA | ASX: NVANVA
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of making an informed assessment of:
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i. The assets and liabilities, financial position and performance, profits and losses and prospects of the Company; or
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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.
An Appendix 2A in relation to the quotation of the Shares has been 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 Annalise Batchelor Cameron Gilenko CEO and Executive Director Investor Relations and Media Investor Relations and Media E: [email protected] E: [email protected] E: [email protected] M: +61 432 312 807 M: +61 466 984 953
About Nova Minerals Limited
Nova Minerals Limited is a Gold, Antimony and Critical Minerals exploration and development company focused on advancing the Estelle Project, comprised of 514 km2 of State of Alaska mining claims, which contains multiple mining complexes across a 35 km long mineralized corridor of over 20 advanced Gold and Antimony prospects, including two already dedned multi-million ounce resources, and several drill ready Antimony prospects with massive outcropping stibnite vein systems observed at surface. The 85% owned project is located 150 km northwest of Anchorage, Alaska, USA, in the prolidc Tintina Gold Belt, a province which hosts a >220 million ounce (Moz) documented gold endowment and some of the world's largest gold mines and discoveries including, Kinross Gold Corporation's Fort Knox Gold Mine. The belt also hosts signidcant Antimony deposits and was a historical North American Antimony producer
Forward Looking Statements
This press release contains “forward-looking statements” that are subject to substantial risks and uncertainties. All statements, other than statements of historical fact, contained in this press release are forward-looking statements. Forward-looking statements contained in this press release may be identided by the use of words such as “anticipate,” “believe,” “contemplate,” “could,” “estimate,” “expect,” “intend,” “seek,” “may,” “might,” “plan,” “potential,” “predict,” “project,” “target,” “aim,” “should,” "will” “would,” or the negative of these words or other similar expressions, although not all forward-looking statements contain these words. Forward-looking statements are based on Nova Minerals Limited’s current expectations and are subject to inherent
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uncertainties, risks and assumptions that are difdcult to predict. Further, certain forward-looking statements are based on assumptions as to future events that may not prove to be accurate. These and other risks and uncertainties are described more fully in the section titled “Risk Factors” in the dnal prospectus related to the public offering dled with the Securities and Exchange Commission. Forward-looking statements contained in this announcement are made as of this date, and Nova Minerals Limited undertakes no duty to update such information except as required under applicable law.
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