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SKIN ELEMENTS LIMITED Capital/Financing Update 2025

Oct 14, 2025

65803_rns_2025-10-14_e0e1fcb5-dafb-412d-9ef4-c365de0a3c8e.pdf

Capital/Financing Update

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15 October 2025

Two-tranche placement for $2.5 million

Skin Elements Limited (ASX: SKN) ( Company ) is pleased to announce it has received binding commitments for a $2.5 million two-tranche placement at $0.002 per share, together with one free attaching unquoted option for every two shares issued (exercisable at $0.006 and having an expiry date three years from date of issue).

Key Points

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  • Binding Commitments received for $2.5 million two-tranche placement to professional or sophisticated investors at $0.002 per share, together with one free attaching unquoted option for every two shares issued (exercisable at $0.006 and having an expiry date three years from date of issue) (Placement)

  • Placement proceeds to be applied to completing the Company’s development program for its award-winning SE Formula[TM] biotechnology

62 Capital Pty Ltd (62 Capital) acted as sole lead manager to the Placement.

Peter Malone, executive Chairman of Skin Elements commented:

“This funding program will enable the Company to deliver on its award-winning SE Formula[TM] unique all-natural antimicrobial biotechnology. Its flagship formulations including the Soleo Organics sunscreen and PapayaActivs therapeutic skincare personal protection range, and ultra effective SuprCuvr disinfectant and ECO-Nurture agriculture biostimulant are all ready for transition into commercial revenue programs.”

Placement Details

The $2.5 million two-tranche placement to issue a total of 1,250,000,000 ordinary shares in the capital of the Company ( Shares ) at $0.002 to professional or sophisticated investors ( Investors ), together with one free attaching unquoted option for every two Shares issued (exercisable at $0.006 and having an expiry date three years from date of issue) ( Options ).

$315,000 ( Tranche One ) will be raised under the Company's remaining placement capacity 103,000,000 shares under ASX Listing Rule 7.1 and 54,500,000 Shares under ASX Listing Rule 7.1A).

A further $2,185,000 ( Tranche Two ), comprising the issue of 1,092,500,000 Shares as well as the issue of a total of 625,000,000 Options (78,750,000 Tranche 1 Options & 546,250,000 Tranche 2 Options), will be issued subject to shareholder approval at the Annual General Meeting of the Company to be held in late November 2025.

The Placement price of $0.002 per Share represents a 33% discount to the last closing price of $0.003 and a 19% discount to the 15-trading day volume weighted average trading price to 10 October 2025.

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In consideration for acting as Lead Manager for the placement, the Company will pay 62 Capital a capital raising fee of 6% (plus GST) of the amount raised under the Placement in cash or shares on the same terms as the placement at the discretion of the Lead Manager. (If Shares and Options are elected to be issued, they will be issued subject to shareholder approval)

Use of Placement proceeds

se of Placement proceeds
SE Formula scale launch into commercialisation $1,200,000
Working Capital $1,150,000
Costs of issue $150,000
Total Capital Raised $2,500,000

Effect on control of the Company

The Placement will result in the issue of 1,250,000,000 Shares, being approximately 116% of the number of Shares currently on issue. Shareholders should note that their holdings in the Company (on an undiluted basis) will be diluted by approximately 64% as a consequence of the Placement.

The Company has agreed with 62 Capital that no Investor may receive Shares under the Placement that would result in the Investor holding a relevant interest (as that term is defined in the Corporations Act 2001 (Cth)) in the Company greater than 20%. 62 Capital has also warranted in favour of the Company that no Investor is currently an associate (as that term is defined in the Corporations Act) of any other Investor.

Indicative Timetable

Indicative Timetable
Event Date*
Placement announcement 15 October 2025
Settlement of Tranche One 16 October 2025
Allotment and quotation of Tranche One Shares 20 October 2025
Annual General meeting (Tranche Two Shares and Options
approval)
28 November 2025
Settlement and allotment of Tranche Two Shares and Options 1 December 2025

*Dates are indicative only and subject to change

This ASX announcement is authorised for release by the Board of Skin Elements Limited. END

For further information please contact

Peter Malone Media and Investor Inquiries Executive Chairman James Moses Skin Elements Limited Mandate Corporate T: +61 439 430 770 T: +61 420 991 574 E: [email protected] E: [email protected]

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About Skin Elements

Skin Elements (ASX: SKN) is an award winning Australian owned and operated ASX-listed natural biotechnology company focused on the development of its SE Formula Biotechnology. Skin Elements world leading innovative approach to research and development of plant-based and organic sourced ingredients has enabled the creation of a portfolio of all natural plant based formulations that have global applications. Its flagship formulations have delivered products that include the SuprCuvr TGA-registered, hospital-grade plant-based disinfectant, ECO-Nurture plant bio-stimulant, Soléo Organics natural and organic sunscreen, PapayaActivs natural therapeutics skincare products and the Elizabeth Jane Natural Cosmetics brand.

Further information is available via the Company website: http://skinelementslimited.com and on the Company online store: www.sknlife.com.au.

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