ROX RESOURCES LIMITED — Capital/Financing Update 2025

Jan 28, 2025

ASX : RXL

==> picture [221 x 121] intentionally omitted <==

ASX Announcement 29 January 2025

Completion of Tranche 2 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) (together, the "Capital Raising" ).

Following shareholder approval at the Company's general meeting on Monday, 20 January 2025, the Company confirms it has today completed Tranche 2 of the Placement through the issue of 92,857,143 fully paid ordinary shares in the Company at an issue price of $0.14 per share ( "Tranche 2 Placement Shares" ), raising $13 million (before costs).

The Tranche 2 Placement Shares were issued to institutional and sophisticated investors, Hawke's Point Holdings (RRL) L.P and QGold Pty Ltd, an entity controlled by Christopher Wallen, and certain directors of the Company (being, Messrs Stephen Dennis, Nathan Stoitis and Matthew Hogan).

The issue of Tranche 2 Placement Shares successfully completes the Capital Raising, which raised a total of $27 million (before costs).

Refer to the Appendix 2A dated 29 January 2025 which contains further details on the issue of Tranche 2 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:

• (a) the Tranche 2 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

• (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.

Level 2, 87 Colin Street

+61 8 9266 0044

ROX RESOURCES LIMITED ABN 53 107 202 602

West Perth WA 6005

admin@roxresources.com.au

www.roxresources.com.au

==> picture [596 x 114] intentionally omitted <==

This announcement was authorised for release by the Board of Rox Resources Limited.

***** ENDS *****

For further information visit roxresources.com.au or contact admin@roxresources.com.au

Trevor O’Connor Company Secretary Rox Resources Limited E: admin@roxresources.com.au Tel: +61 8 9266 0044

Page | 2