VHM LIMITED — Capital/Financing Update 2024

Jul 30, 2024

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CHAIRMAN'S LETTER

31 July 2024

Dear Shareholder

On behalf of the Board of Directors of VHM Limited (ACN 601 004 102) ( VHM or Company ), I am pleased to offer Eligible Shareholders an opportunity to participate in VHM's Share Purchase Plan ( SPP ) which was announced to the ASX on 25 July 2024 in conjunction with completion of a placement of fully paid ordinary shares to institutional, sophisticated and professional investors ( Placement ).

Under the SPP, Eligible Shareholders have the opportunity to subscribe for up to $30,000 worth of fully paid ordinary shares in VHM ( New Shares ) at an issue price of $0.42 per New Share ( SPP Issue Price ), without incurring any brokerage costs or other transactions costs. The SPP Issue Price is the same as the price paid by investors in the Placement and represents:

• a discount of 27.6% to the last closing price of Shares on the ASX on 23 July 2024 (being $0.58 per Share); and

• a 20% discount to the volume weighted average price of Shares calculated over the last 5 days on which sales in the Shares were recorded prior to 23 July 2024.

Prior to announcement of the SPP, the last closing price for the Shares on 23 July 2024 was $0.58 with a 5 Day VWAP of $0.525 and a 15-day VWAP of $0.499.

Use of proceeds

Funds raised in the SPP, together with the Placement proceeds of $1.8 million, will be used to underpin ongoing work programs to advance the development of the 100% owned Goschen Project in anticipation of the ministerial approval for the Environmental Effects Statement (EES) and to allow VHM to make its Final Investment Decision on the Goschen Project in C1 CY2025.

Details of the offer under the SPP

The SPP is not underwritten, and the total amount raised under the SPP is not subject to a cap (other than the $30,000 maximum for each Eligible Shareholder).

New Shares under the SPP will rank equally in all respects with VHM's existing fully paid ordinary shares quoted on the ASX.

Participation in the SPP is optional and is open to Eligible Shareholders, being holders of fully paid ordinary VHM shares as at 7:00pm (AEST) on Wednesday 24 July 2024 with a registered address in Australia or New Zealand.

Your right to participate in the SPP is not transferrable.

How to apply

If you are an Eligible Shareholder and wish to participate in the SPP, you may apply to purchase New Shares with a minimum application amount of $2,000 and any additional New Shares in the increments shown in the table in clause 5.1 of the Terms and Conditions, with a maximum application amount of $30,000.

You can apply for New Shares by following the instructions on your personalised Application Form and making payment directly by BPAY[®] or Electronic Funds Transfer ( EFT ).

VHM Limited | ABN 58 601 004 102 I Head Office Suite1, Level 11, 330 Collins St, Melbourne VIC 3000 www.vhmltd.com.au

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Your payment must be made in Australian dollars and be received by 5.00pm (AEST) on 14 August 2024 ( Closing Date ).

Timetable

The offer of New Shares under the SPP will be conducted in accordance with the following timetable*:

Timetable
Record Date	7.00pm (AEST time), 24 July 2024
Announcement of Offer	25 July 2024
Offer opens (Opening Date)	10.00am (AEST time), 31 July 2024
Offer closes (Closing Date)	5.00pm (AEST time), 14 August 2024
Announcement of results of SPP	19 August 2024
Issue of New Shares (Issue Date) and lodgement of the Appendix 2A	20 August 2024
Commencement of trading of New Shares on the ASX (Trading Date)	20 August 2024
Despatch of holding statements	By 30 August 2024

*VHM may vary any of the above dates at its absolute discretion by lodging a revised timetable with the ASX, and reserves the right to close the SPP early, or extend the Closing Date.

Important information

The offer of New Shares under the SPP is made in accordance with ASIC Corporations (Share and Interest Purchase Plans) Instrument 2019/547 which grants relief from the requirement to issue a disclosure document for the SPP. VHM expects that the issue of New Shares under the SPP will fall within Listing Rule 7.2, Exception 5 (and Listing Rule 10.12, Exception 4 in respect of VHM Director participation).

The terms and conditions of the offer of New Shares under the SPP are set out in this Booklet. The Board of VHM encourages you to read this Booklet in its entirety and seek independent professional advice before deciding whether to participate in the SPP.

We are pleased to advise that we have also engaged Automic Group to engage a call campaign service, making courtesy calls to Eligible Shareholders to ensure that application documents have been received, answer any questions they may have, and assist with applying for the offer as needed. Further help with accessing application documents, any questions relating to the offer, or assistance with applying for the offer can also be sought directly from Automic via phone 1300 288 664, or email hello@automicgroup.com.au .

On behalf of the Board of Directors, I thank you for your continued support of VHM and invite you to participate in the SPP.

Yours faithfully

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Ian Smith Chairman VHM Limited

VHM Limited | ABN 58 601 004 102 I Head Office Suite1, Level 11, 330 Collins St, Melbourne VIC 3000 www.vhmltd.com.au

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Important Notice and Disclaimer

This Booklet offers Eligible Shareholders the opportunity to purchase up to $30,000 of fully paid ordinary shares in VHM Limited (ACN 601 004 102) ( VHM or Company ) under a share purchase plan ( SPP ).

This Booklet does not provide financial advice and has been prepared without taking into account the individual investment objectives, financial situation or needs of any investor. You should read this Booklet in its entirety and seek independent financial and taxation advice before making a decision to participate in the SPP.

The offer of New Shares under the SPP is made in accordance with ASIC Corporations (Share and Interest Purchase Plans) Instrument 2019/547 ( ASIC Instrument ). The ASIC Instrument grants relief from the requirement for VHM to provide a prospectus in relation to the SPP. The ASIC Instrument limits the maximum amount that a shareholder is able to subscribe for under the SPP or any similar arrangement, to $30,000 in any consecutive 12-month period.

This Booklet is not a product disclosure statement or a prospectus under the Corporations Act.

The SPP was announced to the ASX on 25 July 2024 in conjunction with completion of a placement of fully paid ordinary shares to institutional, sophisticated and professional investors.

The laws of some countries prohibit or make impracticable participation in the SPP by certain overseas Shareholders. VHM has determined that it is not practical to permit Shareholders who are not resident in Australia or New Zealand to participate in the SPP. Accordingly, Shareholders who are not resident in Australia or New Zealand will not be able to participate in the SPP. The SPP does not constitute an offer of New Shares for sale in any other jurisdiction and this Booklet may not be distributed, directly or indirectly, into any other jurisdiction.

New Zealand

The New Shares are not being offered or sold to the public within New Zealand other than to existing Shareholders with registered addresses in New Zealand to whom the offer of New Shares is being made in reliance on the Financial Markets Conduct (Incidental Offers) Exemption Notice 2021 ( New Zealand).

This Booklet has not been registered, filed with or approved by any New Zealand regulatory authority under the Financial Markets Conducts Act 2013 (New Zealand). This Booklet is not a product disclosure statement under New Zealand law and is not required to, and may not, contain all the information that a product disclosure statement under New Zealand law is required to contain.

United States

This Booklet may not be released to US wire services or distributed in the United States. The New Shares have not been, and will not be, registered under the US Securities Act of 1933 ( US Securities Act ) or the securities laws of any state or other jurisdiction of the United States. The New Shares may not be offered or sold in the United States except in a transaction exempt from, or not subject to, the registration requirements of the US Securities Act and the applicable securities laws of any state or other jurisdiction in the United States.

VHM Limited | ABN 58 601 004 102 I Head Office Suite1, Level 11, 330 Collins St, Melbourne VIC 3000 www.vhmltd.com.au

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Terms and Conditions

Important Notice

You should read these Terms and Conditions carefully as you will be bound by them if you participate in the SPP.

If you participate in the SPP by making a payment by BPAY[® ] or EFT, you are accepting the risk that the market price of Shares may change between the date of the Offer, the date you apply for New Shares and the issue of New Shares to you. The value of the New Shares that you apply for, over time, is likely to rise and fall. Importantly, there is a risk that during the period between when you apply for New Shares and when the New Shares are issued to you, you may be able to buy Shares on the ASX at a lower price than the SPP Issue Price. After the issue of the New Shares to you, the value of these New Shares will fluctuate over time and there is no guarantee that their value will not fall below the SPP Issue Price.

1. Eligible Shareholders

• 1.1 Subject to clauses 1.2 to 1.4, you are entitled to participate in the share purchase plan ( SPP ) if you:

• (a) were registered on the Register of VHM as a Shareholder at 7.00pm (AEST) on 23 July 2024 ( Record Date );

• (b) have a registered address on the Record Date in Australia or New Zealand, and you continue to hold Shares from the Record Date to the Opening Date; and

• (c) are not in the United States or acting for the account or benefit of a person in the United States,

( Eligible Shareholder ).

• 1.2 Eligible Shareholders who hold Shares as a “custodian” (as defined in the ASIC Instrument ) ( Custodian ) may participate in the SPP on behalf of one or more persons whom the Custodian holds Shares on behalf of ( Custodian Beneficiary ), provided the conditions set out in clause 4 are met.

• 1.3 Shareholders who hold Shares on behalf of persons who reside outside Australia or New Zealand are not entitled to participate in the SPP.

• 1.4 If you are a joint holder of Shares, you are taken to be a single registered holder of Shares for the purposes of determining whether you are an Eligible Shareholder and joint holders are entitled to participate in the SPP in respect of that single holding only.

2. Offer

• 2.1 VHM offers each Eligible Shareholder the opportunity to purchase up to $30,000 worth of fully paid ordinary shares in VHM ( New Shares ) under the SPP, subject to and in accordance with these Terms and Conditions ( Offer ).

• 2.2 The price at which New Shares may be acquired under the SPP is $0.42 ( SPP Issue Price ), being a 20% discount to the 5 Day VWAP prior to 23 July 2024.

• 2.3 Participation in the SPP is optional. The Offer is non-renounceable which means Eligible Shareholders cannot transfer their right to purchase New Shares to another person.

• 2.4 The Offer to each Eligible Shareholder (whether as a Custodian or on its own account) is made on these same Terms and Conditions.

• 2.5 All references to $ or dollars in this Booklet are references to Australian dollars unless otherwise indicated.

VHM Limited | ABN 58 601 004 102 I Head Office Suite1, Level 11, 330 Collins St, Melbourne VIC 3000 www.vhmltd.com.au

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3. Joint holders

• 3.1 If you receive more than one Offer due to multiple registered holdings, you may apply for New Shares by way of different Application Forms, but you may not apply for New Shares with an aggregate value of more than $30,000.

4. Custodians

• 4.1 If a Custodian applies for New Shares on behalf of a Custodian Beneficiary, VHM will not issue New Shares under the SPP unless the Custodian certifies the following in writing to VHM:

• (a) either or both of the following:

  • (i) that the Custodian holds the Shares on behalf of one or more persons that are not custodians ( Participating Beneficiaries ); or

  • (ii) that another custodian ( Downstream Custodian ) holds beneficial interests in Shares on behalf of a Participating Beneficiary, and the Custodian holds the Shares to which those beneficial interests relate on behalf of the Downstream Custodian or another custodian,

on the Record Date, and that each Participating Beneficiary has subsequently instructed the following persons to apply for New Shares under the SPP on their behalf:

• (iii) where clause 4.1(a)(i) applies – the Custodian; and

• (iv) where clause 4.1(a)(ii) applies – the Downstream Custodian,

• (b) the number of Participating Beneficiaries;

• (c) the name and address of each Participating Beneficiary, and that each Participating Beneficiary’s address is located in Australia or New Zealand;

• (d) in respect of each Participating Beneficiary:

• (i) where clause 4.1(a)(i) applies – the number of Shares that the Custodian holds on their behalf; and

• (ii) where clause 4.1(a)(ii) applies – the number of Shares to which the beneficial interests relate;

• (e) in respect of each Participating Beneficiary:

• (i) where clause 4.1(a)(i) applies – the dollar amount of New Shares they instructed the Custodian to apply for on their behalf; and

• (ii) where clause 4.1(a)(ii) applies – the dollar amount of New Shares they instructed the Downstream Custodian to apply for on their behalf;

• (f) there are no Participating Beneficiaries in respect of which the total of the application price for the following exceeds $30,000:

• (i) the New Shares applied for by the Custodian under the SPP in accordance with the instructions referred to in clause 4.1(e); and

VHM Limited | ABN 58 601 004 102 I Head Office Suite1, Level 11, 330 Collins St, Melbourne VIC 3000 www.vhmltd.com.au

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• (ii) any other Shares issued to the Custodian in the 12 months before the application as a result of an instruction given by them to the Custodian or the Downstream Custodian to apply for Shares on their behalf under an arrangement similar to the SPP;

• (g) that a copy of this Booklet was given to each Participating Beneficiary; and

• (h) where clause 4.1(a)(ii) applies – the name and address of each Custodian who holds beneficial interests in the Shares held by the Custodian in relation to each Participating Beneficiary,

( Custodian Certificate ).

• 4.2 A Custodian Certificate can be requested from the company’s Share Registry, Automic via email at corporate.actions@automicgroup.com.au. For further information about the custodian application process, a Custodian should contact Automic on 1300 288 664 between 8.30am to 5.00pm (AEST), Monday to Friday.

• 4.3 Applications received from Custodians must be accompanied by a duly completed and signed Custodian Certificate.

• 4.4 If you hold Shares as a trustee or nominee for another person, but are not a Custodian, you cannot participate for beneficiaries in the manner described above. In this case, the $30,000 maximum still applies and the rules relating to multiple single holdings apply (see clauses 5.5, 5.6(c) and 5.6(d)).

5. Applying for New Shares

• 5.1 If you are an Eligible Shareholder and wish to participate in the SPP, you may apply to purchase New Shares with a minimum application amount of $2,000 and any additional New Shares in the increments as shown in the table below, with a maximum application amount of $30,000:

Minimum	$2,000
	$5,000
	$7,500
	$10,000
	$15,000
	$20,000
	$25,000
Maximum	$30,000

• 5.2 If you do not wish to participate in the SPP, you may disregard this Booklet.

• 5.3 You can apply for New Shares by making a payment directly by BPAY[® ] or EFT in accordance with your personalised Application Form. You do not need to return your Application Form.

• 5.4 To be a valid application, your payment must be made in Australian dollars and must be received by the Registry by 5.00pm (AEST) on 14 August 2024 ( Closing Date ). The time of your application will be the time at which the Registry has received your BPAY[®] or EFT payment. If you make payment in the 24 hours before the Offer closes, you must ensure that your BPAY[® ] or EFT payment is processed by your bank so that your application monies are received before 5:00pm (AEST) on the Closing Date. If your payment is not received by this time, your application will be treated as a late application and may not be processed .

• 5.5 Eligible Shareholders who receive more than one Offer (for example, because they hold Shares in more than one capacity or in different registered holdings) may apply on different Application Forms for New Shares but may not apply for New Shares with an aggregate value of more than $30,000.

VHM Limited | ABN 58 601 004 102 I Head Office Suite1, Level 11, 330 Collins St, Melbourne VIC 3000 www.vhmltd.com.au

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• 5.6 VHM may either accept or reject your application for New Shares at its absolute discretion. VHM may reject your application in the following circumstances (among others):

• (a) your Application Form is incorrectly completed, incomplete or otherwise determined by VHM to be invalid;

• (b) your BPAY[®] or EFT payment is not received by the Closing Date or is otherwise incomplete or invalid. Late payments will be refunded (without interest);

• (c) VHM believes that you are applying either directly or indirectly (such as through a trust) to buy more than an aggregate of $30,000 of New Shares;

• (d) VHM believes that you and one or more other registered holders of the same or similar name or address are applying to buy more than an aggregate of $30,000 of New Shares;

• (e) VHM believes you are not an Eligible Shareholder (subject to compliance with any applicable ASIC or ASX requirements); or

• (f) your name is not recorded in the Register on the Record Date.

• 5.7 If your BPAY[®] or EFT payment is for:

• (a) an amount less than $2,000, VHM may, at its discretion, reject your application for New Shares and refund your application money in full (without interest); or

• (b) an amount greater than $2,000 that is not equal to one of the designated incremental amounts shown in the table in clause 5.1, VHM may, at its discretion:

  • (i) reject your application for New Shares and refund your application money in full (without interest); or

  • (ii) treat your application as if you had applied for the next lowest parcel of New Shares and refund the excess application money to you (without interest).

6. Issue price of New Shares under the SPP

• 6.1

• The price at which New Shares may be acquired under the SPP is $0.42 ( SPP Issue Price ).

• 6.2 The SPP Issue Price represents a 20% discount to the volume weighted average price of Shares calculated over the last 5 days on which sales in the Shares were recorded on the ASX prior to 23 July 2024.

• 6.3 The current Share price can be obtained from the ASX.

• 6.4 In accordance with the requirements of the ASIC Instrument, VHM notes that:

• (a) On the last trading day immediately prior to the announcement date of the SPP (being 23 July 2024), the closing price of the Shares traded on the ASX was $0.58 per Share.

• (b) The 5 Day VWAP of the Shares up to and including 23 July 2024 was $0.525 with the 15-day VWAP up to that date being $0.499.

• (c) The market price of Shares may rise and fall between the date of the Offer, the date that you apply, or the date on which Shares are issued under the SPP.

• (d) By making an application under the SPP, each Eligible Shareholder will be acknowledging that, although the SPP Issue Price is at a discount to the 5 Day VWAP up and including 23 July 2024 ,

VHM Limited | ABN 58 601 004 102 I Head Office Suite1, Level 11, 330 Collins St, Melbourne VIC 3000 www.vhmltd.com.au

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Shares are a highly speculative investment and the price of Shares on ASX may change between the date of VHM announcing its intention to make the Offer and the date of issue of New Shares under the SPP. The Share prices may rise or fall and the price of Shares might trade below or above the SPP Issue Price. There can be no guarantee that trading pricing will be sustained.

• 6.5 ASX Listing Rule 7.2, Exception 5 permits the offer of shares under an SPP without shareholder approval (and without utilising VHM's placement capacity under Listing Rules 7.1 or 7.1A) subject to certain conditions, including that the issue price must be at least 80% of VWAP calculated over the 5 days on which sales in the securities were recorded, either before the day on which the issue was announced ( First Limb ) or before the day on which the issue was made ( Second Limb ). VHM has priced the SPP to fall within the First Limb, accordingly all New Shares to be issued under the SPP will not utilise VHM's capacity to issue new equity securities without shareholder approval pursuant to Listing Rules 7.1 and 7.1A. This pricing also ensures the application of the Listing Rule 10.12, Exception 4, to the effect that the participation of any director of VHM in the SPP does not require shareholder approval.

• 6.6 You agree to pay the SPP Issue Price per New Share for the number of New Shares that are allocated to you in accordance with these Terms and Conditions.

7. Number of New Shares to be issued

• 7.1 If you apply for New Shares, you will apply for a certain value, rather than a certain number of New Shares. If your application is accepted, VHM will divide the value of your application monies by the SPP Issue Price (as specified in clause 6) in order to determine the number of New Shares which will be issued to you.

• 7.2 If this calculation produces a fractional number, the number of New Shares you are issued will be rounded up to the nearest whole number of New Shares.

8. New Shares

• 8.1 New Shares will be issued on the Issue Date.

• 8.2 New Shares issued under the SPP will rank equally in all respects with existing Shares quoted on the ASX, with the same voting rights, distribution rights and other entitlements from issue. These rights are contained in VHM's constitution (which is available for inspection at VHM's registered office during normal business hours.)

• 8.3 VHM will apply for the New Shares issued under the SPP to be quoted on ASX. If the New Shares are not quoted on the ASX, the New Shares will not be issued and all application monies will be refunded (without interest).

• 8.4 Subject to these Terms and Conditions, the New Shares will be allotted as soon as possible after the Closing Date. VHM will send or cause to be sent to you a holding statement as soon as practicable thereafter.

9. Costs of participation

• 9.1 No brokerage or other transaction costs will apply to the application for, and issue of, New Shares under the SPP.

10. Effect of the Offer

• 10.1 The principal effect of the SPP (assuming it is fully subscribed), will be to issue up to 7.1 million New Shares at the SPP Issue Price of $0.42 per New Share (which would represent 3.5% of existing Shares on issue prior to the Placement and SPP).

• 10.2 The table below sets out the effect on the capital structure of VHM before and after the completion of the Placement and the SPP:

VHM Limited | ABN 58 601 004 102 I Head Office Suite1, Level 11, 330 Collins St, Melbourne VIC 3000 www.vhmltd.com.au

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Event	Shares	% (at Completion of raise)
Existing Shares	203,596,690	94.7%
Placement Shares ($0.42)	4,285,715	2.0%
SPP - New Shares ($0.42)	7,142,857	3.3%
Total post capital raising	215,025,262	100.0% (rounded)

Notes :

1. Assumes $3 million is raised in the SPP.

2. VHM also has 12,009,555 options on issue with various exercise prices and expiry dates. Those convertible securities and their impact on the fully enlarged capital structure is not shown in the above table.

11. Risks

• 11.1 There is a risk that the market price of Shares may change between the date of the Offer, the date you apply for New Shares and the issue of New Shares to you. Accordingly, the value of the New Shares that you apply for, over time, is likely to rise and fall. Importantly, there is a risk that during the period between when you apply for New Shares and when the New Shares are issued to you, you may be able to buy Shares on the ASX at a lower price than the SPP Issue Price. After the issue of the New Shares to you, the value of these New Shares will fluctuate over time and there is no guarantee that their value will not fall below the SPP Issue Price. There are also a number of general and specific risks which may affect VHM. Please refer to the "Key Risks" in Annexure A for a non-exhaustive summary of the general and specific risks that may affect VHM.

• 11.2 This document is not a prospectus and has not been lodged with ASIC. This document does not contain the types of disclosure required to be contained in a prospectus. You must rely on your own knowledge of VHM, previous disclosures made by VHM to the ASX, and, if necessary, consult your professional financial and tax advisers before making a decision to participate in the SPP.

12.

Foreign offering restrictions

This Booklet does not constitute an offer of New Shares in any jurisdiction in which it would be unlawful. In particular, this Booklet may not be distributed to any person, and the New Shares may not be offered or sold, in any country outside Australia except to the extent permitted below.

• 12.1 New Zealand

• (a) The New Shares are not being offered to the public within New Zealand other than to existing shareholders of VHM with registered addresses in New Zealand to whom the offer of these securities is being made in reliance on the Financial Markets Conduct (Incidental Offers) Exemption Notice 2021.

• (b) This Booklet has been prepared in compliance with Australian law and has not been registered, filed with or approved by any New Zealand regulatory authority under the Financial Markets Conduct Act 2013. This Booklet is not a product disclosure statement under New Zealand law and is not required to, and may not, contain all the information that a product disclosure statement under New Zealand law is required to contain.

12.2 United States

This Booklet may not be released to US wire services or distributed in the United States. The New Shares have not been, and will not be, registered under the US Securities Act of 1933 ( US Securities Act ) or the

VHM Limited | ABN 58 601 004 102 I Head Office Suite1, Level 11, 330 Collins St, Melbourne VIC 3000 www.vhmltd.com.au

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securities laws of any state or other jurisdiction of the United States. The New Shares may not be offered, sold or otherwise transferred in the United States except in a transaction exempt from, or not subject to, the registration requirements of the US Securities Act and the applicable securities laws of any state or other jurisdiction in the United States.

13. Effect of applying for New Shares

• 13.1 If you complete an application by submitting a BPAY[®] or EFT payment:

• (a) you acknowledge and agree that:

  • (i) your application is irrevocable and unconditional;

  • (ii) you have read, understood and irrevocably and unconditionally agree to these Terms and Conditions and the application in full and you agree not to do any act or thing which would be contrary to the spirit, intention or purpose of the SPP;

  • (iii) you are an Eligible Shareholder and that you are lawfully permitted to accept the Offer and participate in the SPP; and

  • (iv) you reside in Australia or New Zealand;

• (b) you warrant that you continued to hold Shares from the Record Date to the Opening Date;

• (c) you certify that the total of the application price for the following does not exceed $30,000:

  • (i) the New Shares the subject of your application;

  • (ii) any other New Shares or any Shares that you acquired under any arrangement similar to the SPP in the 12 months before the date of your application;

  • (iii) any other New Shares which you have instructed a custodian to acquire on your behalf under the SPP; and

  • (iv) any other Shares issued to a custodian under an arrangement similar to the SPP in the 12 months before the date of your application under the SPP as a result of an instruction given by you to the custodian or another custodian and which resulted in you holding beneficial interests in such Shares,

even though you may have received more than one Offer or received Offers in more than one capacity;

• (d) if you are a Custodian and are applying on behalf of a Custodian Beneficiary on whose behalf you hold Shares, you acknowledge and agree that:

• (i) you are a Custodian as that term is defined in ASIC Instrument;

• (ii) you held Shares on behalf of the Custodian Beneficiary as at the Record Date who has instructed you to apply for New Shares on their behalf under the SPP and that the Custodian Beneficiary has been given a copy of this document;

• (iii) you are not applying for New Shares on behalf of any Custodian Beneficiary with an aggregate application amount of more than $30,000 under the SPP; and

• (iv) the information in the Custodian Certificate submitted with your Application Form is true, correct and not misleading;

VHM Limited | ABN 58 601 004 102 I Head Office Suite1, Level 11, 330 Collins St, Melbourne VIC 3000 www.vhmltd.com.au

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• (e) you declare that all details and statements in your Application Form are true and complete and not misleading;

• (f) you authorise VHM to correct minor errors in your Application Form and to complete the Application Form by inserting any missing minor details;

• (g) you acknowledge that VHM may at any time determine that your Application Form is valid, in accordance with this Booklet, even if the Application Form is incomplete, contains errors or is otherwise defective;

• (h) you acknowledge that no interest will be paid on any application monies held pending the issuance of the New Shares or subsequently returned to you for any reason;

• (i) you acknowledge that VHM is not liable for any exercise of its discretions referred to in this Booklet;

• (j) you accept the risk associated with any refund that may be dispatched to you to by cheque to your address or by direct credit to your nominated bank account as shown on the Register;

• (k) if you are acting as a trustee, nominee or Custodian, each beneficial Shareholder on whose behalf you are participating is resident in Australia or New Zealand and you have not sent this Booklet or any materials relating to the SPP outside Australia or New Zealand;

• (l) you agree to be bound by the constitution of VHM;

• (m) you acknowledge that neither VHM nor the Registry has provided you with investment advice or financial product advice, and that neither has any obligation to provide this advice, concerning your decision to apply for and buy New Shares, and that this Booklet has been prepared without taking into account the objectives, financial situation or needs of individuals;

• (n) you are aware, and accept the risk, that the market price of Shares may change including (without limitation) between the date of the Offer, the date you apply for New Shares and the issue of New Shares to you (and accordingly the value of New Shares applied for, over time, is likely to rise and fall) and you accept the risk that during the period between when you apply for New Shares and when the New Shares are issued to you, you may be able to buy Shares on the ASX at a lower price than the SPP Issue Price;

• (o) you represent that you are not in the United States nor subscribing for New Shares for the account or benefit of a person in the United States;

• (p) you agree not to send any materials relating to the SPP to any person in the United States or that is or is acting for the account or benefit of a person in the United States;

• (q) you acknowledge that the New Shares have not been, and will not be, registered under the US Securities Act or other securities laws of any state or other jurisdiction of the United States, and accordingly, the New Shares may not be offered or sold in the United States exception in transactions exempt from, or not subject to, the registrations requirements of the US Securities Act and any other applicable US state securities laws;

• (r) you acknowledge that the New Shares will only be offered and sold outside the United Stated in "offshore transactions" (as defined in and in reliance on Regulation S under the US Securities Act);

• (s) if in future you decide to sell or otherwise transfer the New Shares, you will do so in a regular way on ASX where neither you nor any person acting on your behalf know, or have reasons to know, that the sale has been pre-arranged with, or that the purchase is, a person in the United States; and

VHM Limited | ABN 58 601 004 102 I Head Office Suite1, Level 11, 330 Collins St, Melbourne VIC 3000 www.vhmltd.com.au

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• (t) you acknowledge that you have not distributed this Booklet or any other documents relating to the Offer to, any person in the United States or elsewhere outside Australia or New Zealand (in compliance with clause 12). Failure to comply with these restrictions may result in violations of applicable securities laws.

14. Timetable

• 14.1 Subject to clause 14.2:

• (a) ( Record Date ) the Offer is made to all persons registered as holders of Shares at 7.00pm (AEST) on 24 July 2024 whose address in the Register was in Australia or New Zealand;

• (b) ( Opening Date ) the Offer opens at 10:00am (AEST) on 31 July 2024;

• (c) ( Closing Date ) the Offer closes at 5.00pm (AEST) on 14 August 2024. VHM reserves the right to close the SPP early, or to extend the Closing Date;

• (d) ( Issue Date ) VHM proposes to issue the New Shares on 20 August 2024;

• (e) ( Trading Date ) VHM expects trading on ASX of the New Shares issued under the SPP to commence on 20 August 2024; and

• (f) ( Despatch Date ) the date on which transaction confirmations are sent to Shareholders is expected to be on or around 30 August 2024.

• 14.2 VHM may vary any of the above dates in clause 14.1 at its absolute discretion (even if the Offer has been opened, or payments or Application Forms have been received) by lodging a revised timetable with ASX.

15.

No underwriting

• 15.1 The SPP is not underwritten.

16. Legislative instrument compliance

• 16.1 A registered holder of Shares will be ineligible to participate in the SPP if their participation would be in breach of ASIC Instrument.

17. Dispute resolution, waiver, withdrawal, suspension, and termination

• 17.1 VHM may settle, in any manner it deems appropriate, any difficulties, anomalies, or disputes which may arise in connection with the operation of the SPP and its decision shall be conclusive and binding on all participants and other persons to whom the determination relates.

• 17.2 VHM reserves its right to waive strict compliance with any provisions of this Booklet and to amend or vary these Terms and Conditions set out in this Booklet and to suspend or terminate the SPP at any time. Any such amendment, variation, suspension or termination will be binding on all Eligible Shareholders even where VHM does not notify you of that event.

• 17.3 If the SPP is withdrawn or terminated, all application monies will be refunded. No interest will be paid on any money refunded to you.

18. Privacy

• 18.1 VHM and the Registry are bound by the Privacy Act 1988 (Cth) in relation to the collection, use and disclosure of any personal information about you. Chapter 2C of the Corporations Act requires information about you as a Shareholder (including your name, address and details of the Shares you

VHM Limited | ABN 58 601 004 102 I Head Office Suite1, Level 11, 330 Collins St, Melbourne VIC 3000 www.vhmltd.com.au

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hold) to be included in the public register of VHM. This information must continue to be included in the public register if you cease to be a Shareholder.

• 18.2 VHM and the Registry may collect personal information to process your application, implement the SPP and administer your VHM shareholding. The personal information contained in the Register is also used to facilitate payments and corporate communications (including financial results, annual reports and other information to be communicated to Shareholders) and to ensure compliance with legal and regulatory requirements, including Australian taxation laws and the Corporations Act.

• 18.3 Your personal information may be disclosed to joint investors, the Registry, to securities brokers, to third party service providers, including print and mail service providers, technology providers and professional advisers, to related entities of VHM and its agents and contractors, and to ASX and other regulatory authorities, and in any case, where disclosure is required or allowed by law (which may include disclosures to the Australian Taxation Office and other government or regulatory bodies or where you have consented to the disclosure). In some cases, the types of organisations referred to above to whom your personal information may be disclosed may be located overseas.

• 18.4 The Registry's privacy policy is available on its website: www.automicgroup.com.au . VHM's privacy policy is available on its website: www.vhmltd.com.au . Each privacy policy contains information about how you may seek access to, and correction of, your personal information and also contains information about how you can complain about a breach of the Privacy Act and how such a complaint will be dealt with.

19. Governing Law

• 19.1 This Booklet and the Offer are governed by the laws in force in New South Wales, Australia. Any dispute arising out of or in connection with the Terms and Conditions, or the Offer, will be determined by the courts of New South Wales, Australia. By accepting this Offer, you agree to submit to the exclusive jurisdiction of the courts in New South Wales, Australia.

20. Additional Provisions

• 20.1 VHM may amend the terms of the Offer at any time. Any material amendments will be announced to the ASX.

• 20.2 VHM may terminate or otherwise withdraw the Offer at any time. Any termination or withdrawal will be announced to the ASX, and any application monies received will be returned without interest.

• 20.3 VHM may act or omit to act in relation to the Offer (including applying the terms of the Offer) in its absolute discretion. VHM may settle any difficulty or question or fact or interpretation in relation to the Offer in any manner it thinks fit, whether generally or in relation to any Eligible Shareholder, application or New Share. VHM's decision will be conclusive and binding. VHM reserves the right to waive strict compliance with these Terms and Conditions (subject to compliance with the law, the Instrument and ASX Listing Rules). The Board or any delegate may exercise the powers of VHM under the terms of the Offer.

VHM Limited | ABN 58 601 004 102 I Head Office Suite1, Level 11, 330 Collins St, Melbourne VIC 3000 www.vhmltd.com.au

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21. Glossary

The following definitions apply throughout this Booklet unless the context requires otherwise. A reference to a clause is a reference to a clause in these Terms and Conditions.

5 Day VWAP the volume weighted average price of a Share on the last 5 days on which sales in the Shares were recorded prior to a specified date.

AEST Australian Eastern Standard Time (being Melbourne time).

Application Form your personalised application form in relation to the Offer.

ASIC Australian Securities and Investments Commission.

ASIC Instrument ASIC Corporations (Share and Interest Purchase Plans) Instrument 2019/547 .

ASX ASX Limited (ACN 008 624 691) or the market operated by it as the context requires.

Booklet this document.

Closing Date 5.00pm (AEST) on 14 August 2024 (or such other date as VHM determines, in its absolute discretion).

Corporations Act Corporations Act 2001 (Cth).

Custodian a custodian as defined in paragraph 4 of the ASIC Instrument.

Custodian Beneficiary has the meaning given in clause 1.2.

Custodian Certificate has the meaning given in clause 4.

Director a director of VHM.

Downstream Custodian has the meaning given in clause 4.1.

Eligible Shareholder has the meaning given in clause 1, and does not include Shareholders with a registered address outside of Australia or New Zealand on the Record Date.

Issue Date 20 August 2024 (or such other date as VHM determines, in its absolute discretion, subject to ASX requirements).

New Shares the Shares to be issued under the SPP.

Offer the offer in clause 2.

Opening Date 10.00am (AEST) on 31 July 2024.

Participating Beneficiaries has the meaning given in clause 4.1.

Placement the placement of fully paid ordinary Shares by VHM to institutional, sophisticated and professional investors, raising $1.8 million, completion of which was announced on 25 July 2024.

Record Date 7.00pm (AEST) on 24 July 2024.

Register the register of Shareholders.

Registry Automic Group.

Share a fully paid ordinary share in VHM.

Shareholder a registered holder of Shares.

SPP the share purchase plan offer made to Eligible Shareholders under this Booklet.

SPP Issue Price has the meaning given to the term in clause 2.2. See also clause 6.

Terms and Conditions the terms and conditions of the SPP set out in this Booklet.

VHM VHM Limited (ACN 601 004 102).

VWAP the volume weighted average price of a Share.

VHM Limited | ABN 58 601 004 102 I Head Office Suite1, Level 11, 330 Collins St, Melbourne VIC 3000 www.vhmltd.com.au

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Annexure A Summary of Key Risks

There are a number of general and specific risks which may affect VHM Limited (ACN 601 004 102) ( VHM ). A summary of the general and specific risk factors that may affect VHM are set out below.

• A. Limited history : VHM was incorporated in July 2014 and has limited operational and financial history on which to evaluate its business and prospects. The prospects of VHM must be considered in light of the risks, expenses and difficulties frequently encountered by companies in the early stages of their development, particularly in the mineral exploration sector, which has a high level of inherent risk and uncertainty. No assurance can be given that VHM will achieve commercial viability through the successful exploration on, or mining development of, its projects. Until VHM is able to realise value from its projects, it is likely to incur operational losses.

• B. Future funding and shareholder dilution: VHM has no operating revenue and is unlikely to generate any operating revenue unless and until its projects are successfully developed and production commences. Accordingly, VHM will require ongoing funding to meet its objectives and continue as a going concern. Any equity financing will be dilutive to shareholders and may be undertaken at lower prices than the then market price. Debt financing, if available, may involve restrictive covenants which limit VHM's operations and business strategy. No assurances can be made that appropriate capital or funding, if and when needed, will be available on terms favourable to VHM or at all. If VHM is unable to obtain additional financing as needed, it may be required to reduce the scope of its activities, which could have a material adverse effect on VHM's activities, including resulting in its tenements being subject to forfeiture and could affect VHM's ability to continue as a going concern.

• C. Risk of dilution : Upon completion of the Placement, the number of the shares in VHM will increase from 203,596,690 to approximately 207,882,405 which equates to an increase by approximately 1.7%. This means, to the extent that an eligible shareholder does not participate in the SPP, a shareholder’s percentage shareholding will be lower following completion of the Placement, and further diluted by not participating in the SPP.

• D. General market and share price risks : General economic factors such as interest rates, exchange rates, inflation, business and consumer confidence and general market factors may have an adverse impact on VHM's performance, prospects or value of its assets. The market price of VHM shares will fluctuate due to various factors, many of which are non-specific to VHM, including recommendations by brokers and analysts, Australian and international general economic conditions, inflation rates, interest rates, exchange rates, changes in government, fiscal and monetary and regulatory policies, changes to laws, global investment markets, global geo-political events and hostilities, investor perceptions and other factors that may affect VHM's financial performance and position. In the future, these factors may cause VHM shares to trade at or below their issue price.

• E. Dependence on key personnel : The responsibility of overseeing the day-to-day operations and the strategic management of VHM depends substantially on its senior management and its key personnel. VHM may be detrimentally affected if one or more of the key management or other personnel cease their engagement with VHM.

• F. Regulatory risk : The availability and rights to explore and produce rare earth mineral concentrate, the ability to develop the Goschen Project, as well as operational profitability generally, can be affected by changes in government policy which are beyond the control of VHM. The governments of the relevant States in which VHM has interests conduct reviews from time to time of policies in connection with the granting and administration of exploration and mining tenements and related permits and approvals. Changing attitudes to environmental matters, land care, cultural heritage, and indigenous rights, together with the nature of the political process, provide the possibility for future policy changes. There is a risk such changes may affect VHM's current or planned operations.

• G. Operational and cost risk : If VHM can successfully develop and deliver its projects, it will be subject to a number of additional risks associated with running mining and processing operations. Unforeseen geological and geotechnical difficulties could impact production and/or require additional operating or capital expenditure to rectify problems and thereby have an adverse effect on VHM's financial and operational performance.

• H. Contract risk : The operations of VHM will require the involvement of a number of third parties, including suppliers, contractors, and customers. With respect to these third parties, and despite applying best practice in terms of pre-contracting due diligence, VHM is unable to avoid the risk of financial failure, performance failure or default by a contractor or customer.

VHM Limited | ABN 58 601 004 102 I Head Office Suite1, Level 11, 330 Collins St, Melbourne VIC 3000 www.vhmltd.com.au

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• I. Occupational health and safety : Safety is a fundamental risk for any exploration and production company particularly concerning personal injury, damage to property and equipment and other losses. The occurrence of any of these risks could result in legal proceedings against VHM and substantial losses to VHM due to injury or loss of life, damage or destruction of property, regulatory investigation, and penalties or suspension of operations.

• J. Environmental risk : VHM's activities are subject to State and Federal laws and regulations concerning the environment. As with most exploration projects and mining operations, VHM's activities are expected to have an impact on the environment, particularly if advanced exploration or field development proceeds. There is a risk that environmental laws and regulations become more onerous making VHM's operations more expensive.

• K. Competition risk : The industry in which VHM will be involved is subject to domestic and global competition and VHM will have no influence or control over the activities or actions of its competitors. Other companies may develop new projects or expand their existing projects which result in greater supply coming into the market which adversely affects the price VHM will receive for its production.

• L. Litigation risk : VHM is exposed to possible litigation risks including native title claims, tenure disputes, environmental claims, occupational health and safety claims and employee claims. Further, VHM may in the ordinary course of business become involved in litigation and disputes. Any such claim or dispute, if proven, may impact adversely on VHM's operations, financial performance and financial position.

• M. Negative publicity : VHM is subject to the risk that negative publicity, whether true or not, may affect stakeholder perceptions of VHM's past actions and future prospects. Being listed on the ASX means that the VHM is subject to risks relating to market expectations for its business and financial and operating performance. If VHM does not manage these expectations in an effective manner, it could give rise to loss of investor confidence in its business and management and may adversely impact the trading price of VHM shares.

• N. Other risks : The above risks should not be taken as a complete list of the risks associated with an investment in VHM shares. The risks outlined above and other risks not specifically referred to may in the future materially adversely affect the value of VHM shares and the financial performance of VHM. No assurance or guarantee of future performance or profitability of VHM or the value of VHM shares is given.

VHM Limited | ABN 58 601 004 102 I Head Office Suite1, Level 11, 330 Collins St, Melbourne VIC 3000 www.vhmltd.com.au

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All Registry Communication to:

VHM Limited | ACN 601 004 102

GPO Box 5193, Sydney NSW 2001 1300 288 664 (within Australia) +61 2 9698 5414 (international) corporate.actions@automicgroup.com.au www.automicgroup.com.au

[EntityRegistrationDetailsLine1Envelope] [EntityRegistrationDetailsLine2Envelope] [EntityRegistrationDetailsLine3Envelope] [EntityRegistrationDetailsLine4Envelope] [EntityRegistrationDetailsLine5Envelope] [EntityRegistrationDetailsLine6Envelope]

Holder Number: [HolderNumberMasked]

Record Date:

7.00pm (AEST) on 24 July 2024

SHARE PURCHASE PLAN APPLICATION FORM

OFFER CLOSES 5:00PM (AEST) 14 AUGUST 2024 (WHICH MAY CHANGE WITHOUT NOTICE)

On 25 July 2024 VHM Limited ( VHM or Company ) announced the opportunity for Eligible Shareholders to participate in VHM's Share Purchase Plan ( SPP ). Under the SPP, Eligible Shareholders have the opportunity to subscribe for up to $30,000 worth of fully paid ordinary shares in VHM ( New Shares ) at an issue price of $0.42 per New Share ( SPP Issue Price ), without incurring any brokerage costs or other transactions costs. The SPP Issue Price is equal to the price paid by investors in the Placement.

1 SUBSCRIPTION

Eligible Shareholders may subscribe for any one of the following parcels ( subject to a maximum band ) described below by paying the applicable Subscription Amount in accordance with the payment instructions in section 2 of this Application Form:

	Application Amount	Number of New Shares
Offer A	$30,000(maximum)	71,429
Offer B	$25,000	59,524
Offer C	$20,000	47,620
Offer D	$15,000	35,715
Offer E	$10,000	23,810
Offer F	$7,500	17,858
Offer G	$5,000	11,905
Offer H	$2,000(minimum)	4,762

2 PAYMENT - YOU CAN PAY BY BPAY® OR ELECTRONIC FUNDS TRANSFER (EFT)

Payments must be made by BPAY® or by EFT and may not be made by cheque or money order. You do not need to return this Application Form.

Option A - BPAY® Option B – Electronic Funds Transfer (EFT)

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Biller Code: [BPayBillerCd]

Ref No: [BPayCRN]

Please ensure you use the BPAY® details stated above as they are unique for each Offer.

Note: You do not need to return this form. Your BPAY® reference number or unique reference number will process your payment for your application for New Securities electronically.

The unique reference number which has been assigned to your Application is: [HolderId]-[CorporateActionID]-[CompanyASXCode]

Funds are to be deposited in AUD currency directly to following bank account:

Account name: Automic Pty Ltd Account BSB: [CreditAccountBsb] Account number: [CreditAccountNumber] Swift Code: WPACAU2S

IMPORTANT: You must quote your unique reference number as your payment reference/description when processing your EFT payment . Failure to do so may result in your funds not being allocated to your application and Shares subsequently not issued.

4 ELECT TO RECEIVE COMMUNICATIONS ELECTRONICALLY

If you have received this Application Form by post, you have not provided your email address or elected to receive all communications electronically.

We encourage you to elect to receive shareholder communications electronically to:

• Help the Company reduce its printing and mailing costs

• Receive investor communications faster and more securely

• Help the environment through the need for less paper.

SCAN THE QR CODE TO VISIT HTTPS://INVESTOR.AUTOMIC.COM.AU

AND UPDATE YOUR COMMUNICATION PREFERENCE

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INSTRUCTIONS FOR COMPLETION OF THIS APPLICATION FORM

The right to participate in the SPP is optional and is offered exclusively to all Shareholders (including Custodians) who are registered as holders of fully paid ordinary shares in the capital of the Company on the Record Date with a registered address in Australia or New Zealand ( Eligible Shareholders ).

If the Company rejects your application or purported applications, the Company will return to the Shareholder the relevant Application Monies, without interest.

HOW TO APPLY FOR SHARES UNDER THE SPP

1 Subscription

As an Eligible Shareholder, you can apply for up to a maximum of $30,000 worth of Shares. Eligible Shareholders can select one of the parcels prescribed overleaf. In order to comply with ASIC Corporations (Share and Interest Purchase Plans) Instrument 2019/547, the maximum value of Shares each Eligible Shareholder (irrespective of the size of their shareholding) may apply for under this Offer is $30,000 (including through joint holding(s), multiple share accounts or any holding in which they have a beneficial interest/s). This limit will apply even if you receive more than one offer from the Company (for example, because you are a joint holder of Shares or because you hold more than one shareholding under separate share accounts).

If the Company receives an amount that does not equal one of the amounts specified overleaf the Company may accept the payment at their discretion and refund any excess Application Money (without interest) to the Eligible Shareholder. If the Company receives a subscription of over $30,000 worth of Shares by an Eligible Shareholder through multiple applications or joint holdings, the Company may refund any excess Application Money (without interest) to the Eligible Shareholder.

Any application made under the SPP Offer is not guaranteed to result in the Eligible Shareholder receiving any Shares that have been applied for.

2 Payment

By making a payment via BPAY or EFT, you agree that it is your responsibility to ensure that funds are submitted correctly and received by Automic Share Registry by the closing date and time. Payment must be received by the Share Registry by 5:00pm (AEST) on the closing date.

It is your responsibility to ensure your CRN or unique Payment Reference is quoted, as per the instructions in Section 2. If you fail to quote your CRN or unique Payment Reference correctly, Automic may be unable to allocate or refund your payment. If you need assistance, please contact Automic.

Payment by BPAY®: You can make a payment via BPAY® if you are the holder of an account with an Australian financial institution that supports BPAY® transactions. To BPAY® this payment via internet or telephone banking use your reference number on this Form. Multiple acceptances must be paid separately.

Payment by EFT: You can make a payment via Electronic Funds Transfer “EFT”. Multiple acceptances must be paid separately. Please use your unique reference on this Form. This will ensure your payment is processed correctly to your application electronically.

Applicants should be aware of Automic’s financial institution’s cut off-time, their own financial institution’s cut-off time and associated fees with processing a funds transfer. It is the Applicant’s responsibility to ensure funds are submitted correctly by the closing date and time, including taking into account any delay that may occur as a result of payments being made after 5pm (Sydney time) and/or on a day that is not a business day (payment must be made to be processed overnight). You do not need to return this Form if you have made payment via BPAY® or EFT. Your reference number will process your payment to your application electronically and you will be deemed to have applied for such shares for which you have paid.

3 Elect to receive communications electronically

As a valued shareholder, the Company encourages shareholders to elect to receive their shareholder communications electronically. This will ensure you receive all future important shareholder communications in a faster and more secure way and reduce the environmental footprint of printing and mailing.

IMPORTANT INFORMATION

1. This is an important document which requires your immediate attention. If you are in any doubt as to how to deal with this Application Form, please consult a professional adviser.

2. If you do not wish to purchase Shares under the SPP, there is no need to take action.

3. Please ensure you have read and understood the terms and conditions of the SPP in the Offer Booklet accompanying this Application Form and this section entitled "Important Information" before making payment by BPAY® or EFT.

4. The offer for Shares under the SPP is non-renounceable. Applications can only be accepted in the name printed on the Application Form.

5. If you are a custodian, trustee or nominee within the meaning of “Custodian” as defined in ASIC Corporations (Share and Interest Purchase Plans) Instrument 2019/547, you must complete and submit an additional certificate that contains further certifications and details ( Custodian Certificate ) that must be provided before your application will be received. The Custodian Certificate can be obtained by contacting the Share Registry on the telephone number set out below. Applications received by Custodians that are not accompanied by the Custodian Certificate will be rejected. A completed Custodian Certificate must be emailed to: custodialcertificates@automicgroup.com.au , failure to do so will result in the Application being rejected.

6. For applicants that are not required to complete the Custodian Certificate, by making payment by BPAY® or EFT, you certify that the aggregate of the payment paid by you for:

7. the parcel of Shares indicated on this Application Form; and

8. any other Shares applied for by you, or which you have instructed a custodian to acquire on your behalf under the SPP or any other similar arrangement in the 12 months prior to making payment by BPAY® or EFT does not exceed A$30,000.

9. The maximum subscription limitation of A$30,000 will apply even if you have received more than one Application Form (whether in respect of a joint holding or because you have more than one holding under separate security accounts).

10. You are not guaranteed to receive any Shares that you have applied for and the Company may, in its absolute and sole discretion: a. reject your application, without limit.

11. By making payment of application monies, you certify that:

12. you wish to apply for Shares under the SPP as indicated on this Application Form and acknowledge that your application is irrevocable and unconditional;

13. • you received a copy of the Offer Booklet and you have read and understood the terms and conditions of the SPP;

14. you agree to be bound by the Constitution of the Company and the terms and conditions in the Offer Booklet;

15. you agree to accept any lesser number of Shares than the number of shares applied for; and

16. you are not in the United States and are not acting for the account or benefit of a person in the United States and have not sent any offering materials relating to the SPP offer to any person in the United States.

If you require further information about the Offer, please contact Automic line on 1300 288 664 or +61 2 9698 5414 between 8:30am and 7:00pm (Sydney time), Monday to Friday or email corporate.actions@automicgroup.com.au.