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OMNIA METALS GROUP LTD Share Issue/Capital Change 2026

Apr 14, 2026

65494_rns_2026-04-14_aee6f44f-4c3f-43d3-a1e5-b10a8b31c989.pdf

Share Issue/Capital Change

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Appendix 3B - Proposed issue of securities

Announcement Summary

Entity name
OMNIA METALS GROUP LTD

Announcement Type
New announcement

Date of this announcement
15/4/2026

The Proposed issue is:
A placement or other type of issue

Total number of +securities proposed to be issued for a placement or other type of issue

ASX +security code +Security description Maximum Number of +securities to be issued
OM1O OPTION EXPIRING 21-MAR-2028 55,425,423
OM1 ORDINARY FULLY PAID 104,179,176

Proposed +issue date
1/6/2026

Refer to next page for full details of the announcement

Appendix 3B - Proposed issue of securities


Appendix 3B - Proposed issue of securities

Part 1 - Entity and announcement details

1.1 Name of +Entity

OMNIA METALS GROUP LTD

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

648187651

1.3 ASX issuer code

OM1

1.4 The announcement is

New announcement

1.5 Date of this announcement

15/4/2026

1.6 The Proposed issue is:

A placement or other type of issue

Appendix 3B - Proposed issue of securities


Appendix 3B - Proposed issue of securities

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?
Yes

7A.1a Conditions

Approval/Condition Date for determination Is the date estimated or actual? ** Approval received/condition met?
+Security holder approval 1/6/2026 Estimated No

Comments
- Issue 4,125,000 Shares to Directors
- Issue 25,000,000 Shares to Vendor of Stibnite Ridge.
- Issue 39,589,588 Free attaching Options
- Issue 15,835,835 Lead Manager Options

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)?
Existing class

Will the proposed issue of this +security include an offer of attaching +securities?
Yes

Details of +securities proposed to be issued

ASX +security code and description
OM1 : ORDINARY FULLY PAID

Number of +securities proposed to be issued
75,054,176

Offer price details

Are the +securities proposed to be issued being issued for a cash consideration?
Yes

In what currency is the cash consideration being paid?
AUD - Australian Dollar

What is the issue price per +security?
AUD 0.02000

Appendix 3B - Proposed issue of securities


Appendix 3B - Proposed issue of securities

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)?
Existing class

Attaching +Security - Existing class (additional +securities in a class that is already quoted or recorded by ASX)

Details of attaching +securities proposed to be issued
ASX +security code and description
OM1O : OPTION EXPIRING 21-MAR-2028
Number of +securities proposed to be issued
37,527,088
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
Free attaching options on a 1-for-2 basis.

Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities
0.007000

Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class?
Yes

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 +security include an offer of attaching +securities?
Yes

Details of +securities proposed to be issued
ASX +security code and description
OM1 : ORDINARY FULLY PAID
Number of +securities proposed to be issued
4,125,000
Offer price details
Are the +securities proposed to be issued being issued for a cash

Appendix 3B - Proposed issue of securities


Appendix 3B - Proposed issue of securities

consideration?
Yes

In what currency is the cash consideration being paid?
AUD - Australian Dollar

What is the issue price per +security?
AUD 0.02000

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)?
Existing class

Attaching +Security - Existing class (additional +securities in a class that is already quoted or recorded by ASX)

Details of attaching +securities proposed to be issued
ASX +security code and description
OM1O : OPTION EXPIRING 21-MAR-2028
Number of +securities proposed to be issued
2,062,500
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
Free attaching options on a 1-for-2 basis.

Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities
0.007000

Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class?
Yes

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 +security include an offer of attaching +securities?
No

Appendix 3B - Proposed issue of securities


Appendix 3B - Proposed issue of securities

Details of +securities proposed to be issued

ASX +security code and description
OM1 : ORDINARY FULLY PAID
Number of +securities proposed to be issued
25,000,000
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
Consideration for 100% shareholding of American Antimony Metals LLC, the 100% owner of the Stibnite Ridge Project.

Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities
0.020000
Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class?
Yes

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 +security include an offer of attaching +securities?
No

Details of +securities proposed to be issued

ASX +security code and description
OM1O : OPTION EXPIRING 21-MAR-2028
Number of +securities proposed to be issued
15,835,835
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
Issued in for Lead Manager Services as part of the capital raising.

Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities
0.007000
Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class?

Appendix 3B - Proposed issue of securities


Appendix 3B - Proposed issue of securities

Yes

Part 7C - Timetable

7C.1 Proposed +issue date
1/6/2026

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?
45,407,505 Fully Paid Ordinary Shares.

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)?
Yes

7D.1c (i) How many +securities are proposed to be issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A?
29,646,671 Fully Paid Ordinary Shares.

7D.1c (ii) Please explain why the entity has chosen to do a placement rather than a +pro rata issue or an offer under a +security purchase plan in which existing ordinary +security holders would have been eligible to participate

The Company has elected to conduct a placement rather than a pro rata issue or security purchase plan as it provides the fastest and most cost-effective means of raising capital, allowing the Company to lift its trading halt and proceed with the acquisition without delay. The costs associated with preparing and dispatching a retail offer document across the full shareholder base would be disproportionate relative to the size of the raise. Existing shareholders were eligible to participate in the placement on the same terms as new investors, subject to the lead manager's allocation process.

7D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue?
Yes

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?
No

Part 7E - Fees and expenses

7E.1 Will there be a lead manager or broker to the proposed issue?
Yes

7E.1a Who is the lead manager/broker?
GTT Ventures Pty Ltd

Appendix 3B - Proposed issue of securities
7 / 8


Appendix 3B - Proposed issue of securities

7E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker?
Cash management fee of 6% of gross placement proceeds. Lead manager options of 15,835,835 (exercisable at $0.025, expiring 21 March 2028) are subject to separate shareholder approval.

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
Funding the acquisition of the Stibnite Ridge and Radix Projects, exploration and work programmes at both projects, broader portfolio activities, and general working capital. Refer to the Company's ASX announcement dated 15 April 2026.

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
Refer to the Company's ASX announcement dated 15 April 2026.

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 cleansing notice under section 708A(5), 708AA(2)(f), 1012DA(5) or 1012DAA(2)(f)

Appendix 3B - Proposed issue of securities