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RESOLUTION MINERALS LTD — Capital/Financing Update 2025
Jul 28, 2025
65717_rns_2025-07-28_a7975374-f90d-4fb5-b1cc-dffc67ce7775.pdf
Capital/Financing Update
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29 July 2025
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RESOLUTION TO PURSUE NASDAQ LISTING
DOMINARI SECURITIES LLC & REVERE SECURITIES LLC APPOINTED AS ADVISORS
Key Highlights
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NASDAQ dual-listing to open RML to the biggest liquidity capital market in the world , providing a pathway to increased interest, investment and support from major U.S. investors, institutions, brokers, U.S. Government bodies and other potential corporate growth opportunities.
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With RML’s OTC listing imminent, an uplisting to the NASDAQ is the natural progression
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Some other critical mineral miners on the NASDAQ / NYSE include MP Materials Corp (MP.NYSE, market cap A$17.3 billion), and Perpetua Resources Corp (PPTA.NAS, market cap A$2.8bn).
Resolution Minerals Limited ( ASX: RML ) ( Resolution or the Company ) is pleased to announce the appointment of Dominari Securities LLC and Revere Securities LLC to list the Company on the NASDAQ. This NASDAQ dual-listing strategy comes at a crucial time as the Company seeks to fast-track development of its Horse Heaven Antimony-Tungsten-Gold-Silver project in Idaho, USA.
Rationale for a dual-listing on NASDAQ
A dual-listing on the NASDAQ will strengthen Resolution’s emerging status as a potential future American supplier of critical metals for the defense needs of the U.S. and its allies.
The Company believes it is a prudent time for RML to enter into the biggest liquidity capital market in the world given the increasing global recognition and appreciation within the US investment community of antimony and tungsten.
With RML’s primary focus being on U.S. defense and U.S. national security metals, and the Horse Heaven project’s location in Idaho, USA (adjacent to the high-profile A$3 billion Stibnite Project), the Company believes the NASDAQ to be a natural ‘home’ for RML.
North American investors are becoming increasingly aware of RML’s position to potentially offer a much needed solution to the U.S. Government’s need for critical minerals supply chain security, national security and national defense through the development of the Horse Heaven project.
The proposed timing is for the NASDAQ listing to occur during Q4 2025.
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Benefits of a dual-listing on NASDAQ
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Access to deeper capital markets : NASDAQ represents ~70% of U.S. equity trading volume.
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Exposure to institutional and retail investors in the U.S. : where capital appetite for domestic critical minerals and battery metals is rapidly growing.
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Alignment with U.S. Strategic Interests : making the company more visible to U.S. Federal funding programs, offtakers, and strategic investors.
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Increased Liquidity and Valuation Uplift : the increased recognition and access to larger liquidity pools can often result in a re-rating of a company’s valuation.
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Greater Analyst and Media Coverage : can help attract long-term U.S. investors and funds.
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Currency Diversification and Capital Raising Flexibility : being priced in USD can make it easier for large North American institutions to conduct capital raisings and invest in the company. For example, tungsten miner Almonty (AII.ASX, ALM.NAS) recently raised US$90 million for its NASDAQ listing in July, in a highly oversubscribed IPO.
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Improved M&A and Strategic Partner Options : the increased visibility can assist with corporate opportunities such as M&A, Joint Ventures and can ease the path to securing long-term supply agreements.
The Company’s OTC listing is imminent, and Resolution expects to update the market shortly.
Ari Zaetz, Managing Director of RML commented on the engagement:
“We are extremely pleased to have Dominari and Revere backing us as we develop our U.S. strategy. Their support for our plans and vision to restore the U.S. critical metals supply chain is extremely encouraging. We are also deeply honoured to have the support of a Dominari and Revere that can leverage their extensive networks and relationships to assist with making Resolution and Horse Heaven more visible to the enormous North American investment market and enhance the Horse Heaven project to its full potential. RML being listed on the NASDAQ will stand shoulder to shoulder with other critical mineral miners listed in the U.S. including MP Materials Corp and Perpetua Resources Corp.”
Engagement Terms with Dominari Securities LLC and Revere Securities LLC (the “Advisors”)
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The engagement with the Advisors is for an initial 6 months and will be extended upon the NASDAQ listing.
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The Advisors will prepare and schedule roadshows for the Company, sponsor investors, and assist the sponsors by preparing an analysis of the target landscape to reach potential investors, funders, partners, institutions, and any professional firms interested in or involved in the Listing.
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As consideration for the Advisors’ services, the Company will issue a total of 79,383,713 ordinary shares, to be split between Dominari and Revere (“Equity Fee Shares”). The Equity Fee Shares will be issued subject to shareholder approval at an upcoming General Meeting of the Company, and will be subject to a voluntary escrow period of 6 months. In addition, the Advisors will be issued subject to shareholder approval, 30,000,000 unquoted options with an exercise price of
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$0.1382 and expiry of 3 years from date of issue (Options). The full terms of the Options are included in an Appendix to this announcement.
About Horse Heaven
With a rich history of past antimony, tungsten and gold mining, Horse Heaven has supplied the U.S. Government with significant quantities of antimony and tungsten in World War I, World War II and the Korean War. Horse Heaven is located directly adjacent to Perpetua Resources’ Stibnite Antimony & Gold Mine (PPTA.NAS, A$3 billion market cap) in Idaho, USA. Horse Heaven’s geological model is a direct analogue to Stibnite, bearing a strong resemblance to it’s A$3 billion neighbour. The Resolution team is fully committed to restarting mining operations at Horse Heaven to restore the critical metals supply chain in the United States.
Authorised for release by the board of Resolution Minerals Ltd.
For further information, please contact Aharon Zaetz, Executive Director.
Aharon Zaetz
Jane Morgan
Executive Director Investor & Media Relations Manager Resolution Minerals Ltd Resolution Minerals Ltd M: +61 424 743 098 M: + 61 405 555 618 [email protected] [email protected]
Follow us: Website: www.resolutionminerals.com LinkedIn: @Resolution Minerals X: @Resolution_LTD
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Terms of options
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(a) Each Option will entitle the holder ( Optionholder ) to subscribe for one fully paid ordinary share ( Share ) in Resolution Minerals Ltd (ACN 617 789 732) ( Company or RML ) (subject to possible adjustments referred to in paragraphs (j), (k) and (l) below).
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(b) Each Option is exercisable at any time before 5:00pm Australian Central Standard Time (ACST) being 3 years from the date of issue ( Expiry Date ).
Options not exercised by that time will lapse.
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(c) The exercise price of each Option is $0.1382 per RML share ( Exercise Price ).
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(d) Options are exercisable by completing and delivering an Exercise Notice to the Company, delivered to the registered address of the Company and accompanied by the full payment of the Exercise Price in cleared funds.
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(e) Some or all of the Options may be exercised at any one time or times prior to the Expiry. Options must be exercised in respect of a minimum of 100,000 Options except where an Option holder holds less than 100,000 Options, in which case all options held by that Option holder must be exercised.
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(f) Shares issued pursuant to the exercise of any of the Options will rank in all respects on equal terms with the existing Shares in the Company at that time.
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(g) The Company will not seek to have the Options admitted to the official list of ASX and the Options will not be listed on ASX. If the Company is still admitted to the ASX’s official list at the time of exercise, the Company will make application for new Shares allotted on exercise of the Options to be admitted to the official list of entities maintained by ASX.
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(h)
- Each Option will not be freely transferable at any time before the Expiry Date.
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(i) Options will not entitle the Optionholder to participate in any new issue of securities by the Company unless the Option has been duly exercised prior to the relevant record date.
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(j) If, prior to the Expiry Date of the Options, there is a bonus issue to the holders of Shares:
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(i) the number of Shares over which the Option is exercisable will be increased by the number of Shares which the holder of the Option would have received if the Option had been exercised before the record date for the bonus issue; and
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(ii) no change will be made to the Exercise Price.
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(k) If, prior to the Expiry Date the issued capital of the Company is reorganised, the rights of the Optionholder may be varied to comply with the Corporations Act and ASX Listing Rules which apply at the time of the reconstruction.
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(l) In the event the Company proceeds with a pro rata issue (except a bonus issue) of securities to holders of Shares after the date of issue of the Options, then the Exercise Price of the Options will be reduced in accordance with the formula set out in ASX Listing Rule 6.22.2.
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