AI assistant
S2 RESOURCES LTD — Capital/Financing Update 2025
Jun 17, 2025
65745_rns_2025-06-17_2665c5f9-bce9-41e5-ad9f-ff9651443326.pdf
Capital/Financing Update
Open in viewerOpens in your device viewer
==> picture [277 x 129] intentionally omitted <==
18 June 2025
LETTER TO ELIGIBLE SHAREHOLDERS SHARE PURCHASE PLAN OFFER (Not for release to US wire services or distribution in the United States)
Dear Shareholder,
On behalf of the Board of S2 Resources Ltd (ASX:S2R) ( S2R or Company ), I am pleased to offer you the opportunity to participate in the S2R Share Purchase Plan ( SPP Offer ) which was announced on 10 June 2025. The SPP provides you with an opportunity to acquire up to A$30,000 of new fully paid ordinary shares in the Company ( New Shares ) at the issue price of $0.072 per share, with one free attaching unlisted option exercisable at $0.11 each on or before 7 July 2027. Each SPP Option gives the holder the right to subscribe for one New Share upon exercise.
Under the SPP Offer, Eligible Shareholders are S2R shareholders who:
-
held S2R ordinary shares at 5.00pm WST on Friday, 6 June 2025 ( Record Date );
-
have a registered address in Australia or New Zealand; and
-
are not located in the United States, and not acting for the account or benefit of persons in the United States.
SPP Booklet
The SPP Offer is subject to the terms and conditions set out in the SPP Offer Booklet ( SPP Booklet ). The SPP Offer for the attaching Options is subject to the terms and conditions set out in the Options Prospectus issued under section 713 of the Corporations Act 2001 (Cth) ( Prospectus ). Both documents are dated 18 June 2025 and were lodged with the ASX today.
The Company encourages you to carefully read the SPP Booklet and the Prospectus carefully, and in their entirety, before deciding whether to participate in the SPP Offer, noting you will be bound by the terms and conditions in the SPP Booklet and Prospectus if you choose to participate.
A copy of the SPP Booklet and Prospectus, along with the instructions on how to apply for the SPP and submit your payment is available online at www.computersharecas.com.au/s2rspp2025
Level 14, 333 Collins Street, Melbourne VIC 3000, Australia. PO Box 143 Kingsway WA 6065, Australia ABN 18 606 128 090 T +61 8 6166 0240 F 61 8 6270 5410 E [email protected] W www.s2resources.com.au
About the SPP
Pursuant to the SPP, Eligible Shareholders may apply for New Shares in the following increments, from a minimum of $1,000 up to a maximum of $30,000, with fractional entitlements rounded down:
| Application amount | Number of New Shares appliedfor under the SPP Offer |
|---|---|
| $1,000 | 13,888 |
| $2,500 | 34,722 |
| $5,000 | 69,444 |
| $7,500 | 104,166 |
| $10,000 | 138,888 |
| $15,000 | 208,333 |
| $20,000 | 277,777 |
| $25,000 | 347,222 |
| $30,000 | 416,666 |
Acceptances and Scale Back
If applications received under the SPP are greater than A$0.5 million, the Company, in its absolute discretion, reserves the right to close the SPP earlier than 1 July 2025, or scale back the acceptances, subject to compliance with the Corporations Act 2001 (Cth) ( Corporations Act ) and ASX Listing Rules ( Scale Back ).
Any Scale Back decisions are made at the discretion of the S2R Board and are final. In the case of Scale Back, an Eligible Shareholder may receive less New Shares than they applied for and, should this occur, and subject to the SPP Offer terms and conditions, S2R will refund any excess application funds.
How to apply
By lodging an application under the SPP Offer you agree to be bound by the terms and conditions set out in the SPP Booklet for the New Shares and the Prospectus for the Options, respectively. Eligible Shareholders may participate in the SPP by:
-
Making a payment directly by BPAY® payment by following the steps outlined in the SPP Booklet available online at www.computersharecas.com.au/s2rspp2025
-
For Eligible Shareholders with a registered address in New Zealand who are unable to pay via BPAY ® please follow the instructions online at www.computersharecas.com.au/s2rspp2025 to obtain Electronic Funds Transfer (EFT) payment instructions.
-
Payments by BPAY® or EFT must be received by the Company by the Closing Date.
Application Forms do not need to be returned.
S2R strongly advises that you seek advice from your stockbroker, solicitor, accountant or other professional advisor to determine if this investment is suitable for you.
Participation in the SPP Offer is optional and Eligible Shareholders may elect to do nothing.
Key Dates:
| Event | Time (WST)/Dates |
|---|---|
| Trading Halt | Thursday, 5 June 2025 |
| SPP record date | 5.00pm, Friday, 6 June 2025 |
| Announcement of Placement and SPP and trading halt lifted | Tuesday, 10 June 2025 |
| Settlement of Tranche 1 (T1) Placement Shares | Tuesday, 17 June 2025 |
| Allotment and normal trading of T1 Placement Shares | Wednesday, 18 June 2025 |
| Dispatch of SPP Offer Booklet and SPP opening date | Wednesday, 18 June 2025 |
| SPP Closing Date | 5.00pm, Tuesday, 1 July 2025 |
| Issue of Placement Options | Monday, 7 July 2025 |
| Announcement of SPP results and issue of SPP Shares and Options | Monday, 7 July 2025 |
Your right to participate in the SPP Offer is non-renounceable and cannot be transferred.
If you have any questions in relation to the SPP Offer please contact the Company Secretary, Andrea Betti, on [email protected] or +61 8 6166 0240, before the Closing Date.
Yours faithfully, Mark Bennett Executive Chairman S2 Resources Ltd