ROX RESOURCES LIMITED

RRL1960D

ASX Announcement 02 December 2024

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ASX: RXL

Rox Resources is focused on developing the 100%-owned Youanmi Gold Mine in the Murchison region of WA, one of the highestgrade new gold development projects of scale in Western Australia.

DIRECTORS

Mr Stephen Dennis Chairman

Dr John Mair Non-Executive Director

Mr Matthew Hogan Non-Executive Director

Mr Nathan Stoitis Non-Executive Director

Shares on Issue 507.8m Share Price $0.165 Market Cap. $83.8m

Level 2, 87 Colin Street, West Perth WA 6005

+61 8 9226 0044

[email protected]

Completion of Tranche 1B Placement and Cleansing Statement

Rox Resources Limited (ASX: RXL) (" Rox " or " the Company ") refers to its announcement on Wednesday, 13 November 2024 in respect of a two-tranche placement (" Placement ") and a share purchase plan (" SPP ") to raise up to $27 million (before costs).

The Company confirms it has today completed Tranche 1B of the Placement through the issue of 57,142,857 fully paid ordinary shares in the Company at an issue price of $0.14 per share (" Tranche 1B Placement Shares "), raising $8 million (before costs).

The Tranche 1B Placement Shares were issued to Hawke's Point Holdings (RRL) L.P and QGold Pty Ltd, an entity controlled by Christopher Wallin, using the Company's existing placement capacity under ASX Listing Rules 7.1 and 7.1A with 16,781,393 Shares issued under Listing Rule 7.1 and 40,361,464 Shares issued under Listing Rule 7.1A.

Tranche 2 of the Placement is expected to complete following Shareholder approval at a meeting to be held indicatively on or around mid-January 2025.

Refer to the Appendix 2A dated 02 December 2024 which contains further details on the issue of Tranche 1B Placement Shares.

The Company provides this notice under section 708A(5)(e) of the Corporations Act 2001 (Cth) (the Act ).

For the purposes of section 708A(6) of the Act, the Company gives notice that:

www.roxresources.com.au

Follow Rox:

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(a) the Tranche 1B Placement Shares were issued without disclosure to investors under Part 6D.2 of the Act;
(b) this notice is being given under section 708A(5)(e) of the Act;
(c) as at the date of this notice, the Company has complied with:
- i) the provisions of Chapter 2M of the Act as they apply to the Company; and
- ii) sections 674 and 674A of the Act; and

Legal/84908742_2

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(d) as at the date of this notice, there is no information that is ‘excluded information’ within the meaning of sections 708A(7) and 708A(8) of the Act that is required to be disclosed by the Company in this notice.

Authorised for release to the ASX by the Board of Rox Resources Limited.

ENDS

For more information: Christopher Hunt Company Secretary Tel: +61 8 9226 0044 E: [email protected]

Forward ‐ Looking Statements

‐ ‐ This document may include forward looking statements. Forward looking statements include, but are not limited to, statements concerning Rox Resources Limited planned exploration program(s) and other statements that are not historical facts. When used in this document, the words such as "could," "plan," "estimate," "expect," "intend," "may”, "potential," "should," and similar expressions are forward looking statements.

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ROX RESOURCES LIMITED Level 2, 87 Colin Street, West Perth WA 6005 +61 8 9226 0044

ASX CODE: RXL [email protected]

www.roxresources.com.au

Legal/84908742_2

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ROX RESOURCES LIMITED Capital/Financing Update 2024

65741_rns_2024-12-01_64280436-d939-47ee-a32a-604a0808a6eb.pdf