Appendix 3B - Proposed issue of securities Announcement Summary Entity name APC MINERALS LIMITED Announcement Type New announcement Date of this announcement 27/2/2025 The Proposed issue is: A standard pro rata issue (including non-renounceable or renounceable) Total number of +securities proposed to be issued for a standard pro rata issue (including non-renounceable or renounceable) Maximum Number of +securities to be issued ASX +security code +Security description New class-code to be confirmed OPTION EXPIRING 2 YEARS FROM DATE OF ISSUE EX $0.02 58,586,759 APC ORDINARY FULLY PAID 175,760,277 Ex date 6/3/2025 +Record date 7/3/2025 Offer closing date 2/4/2025 Issue date 8/4/2025 Refer to next page for full details of the announcement Appendix 3B - Proposed issue of securities 1/8 Appendix 3B - Proposed issue of securities Part 1 - Entity and announcement details 1.1 Name of +Entity APC MINERALS LIMITED We (the entity named above) give ASX the following information about a proposed issue of +securities and, if ASX agrees to +quote any of the +securities (including any rights) on a +deferred settlement basis, we agree to the matters set out in Appendix 3B of the ASX Listing Rules. If the +securities are being offered under a +disclosure document or +PDS and are intended to be quoted on ASX, we also apply for quotation of all of the +securities that may be issued under the +disclosure document or +PDS on the terms set out in Appendix 2A of the ASX Listing Rules (on the understanding that once the final number of +securities issued under the +disclosure document or +PDS is known, in accordance with Listing Rule 3.10.3C, we will complete and lodge with ASX an Appendix 2A online form notifying ASX of their issue and applying for their quotation). 1.2 Registered Number Type Registration Number ACN 149390394 1.3 ASX issuer code APC 1.4 The announcement is New announcement 1.5 Date of this announcement 27/2/2025 1.6 The Proposed issue is: A standard +pro rata issue (non-renounceable or renounceable) 1.6a The proposed standard +pro rata issue is: + Renounceable Appendix 3B - Proposed issue of securities 2/8 Appendix 3B - Proposed issue of securities Part 3 - Details of proposed entitlement offer issue Part 3A - Conditions 3A.1 Do any external approvals need to be obtained or other conditions satisfied before the entitlement offer can proceed on an unconditional basis? No Part 3B - Offer details +Class or classes of +securities that will participate in the proposed issue and +class or classes of +securities proposed to be issued ASX +security code and description APC : ORDINARY FULLY PAID Is the proposed security a 'New class' (+securities in a class that is not yet quoted or recorded by ASX) or an 'Existing class' (additional securities in a class that is already quoted or recorded by ASX)? Existing class Will the proposed issue of this +security include an offer of attaching +securities? Yes If the entity has quoted company options, do the terms entitle option holders to participate on exercise? Yes Details of +securities proposed to be issued ASX +security code and description APC : ORDINARY FULLY PAID ISIN Code (if Issuer is a foreign company and +securities do not have +CDIs issued over them) ISIN Code for the tradable rights created under a renounceable right issue (if Issuer is foreign company and +securities do not have +CDIs issued over them) Offer ratio (ratio to existing holdings at which the proposed +securities will be issued) The quantity of additional +securities For a given quantity of +securities to be issued held 3 Appendix 3B - Proposed issue of securities 2 3/8 Appendix 3B - Proposed issue of securities What will be done with fractional entitlements? Maximum number of +securities proposed to be issued (subject to rounding) Fractions rounded up to the next whole number 175,760,277 Offer price details for retail security holders In what currency will the offer be made? What is the offer price per +security for the retail offer? AUD - Australian Dollar AUD 0.01100 Oversubscription & Scale back details Will individual +security holders be permitted to apply for more than their entitlement (i.e. to over-subscribe)? Yes Describe the limits on over-subscription to be set out in the prospectus expected to be lodged with ASIC on Tuesday, 4 March 2025 Will a scale back be applied if the offer is over-subscribed? Yes Describe the scale back arrangements to be set out in the prospectus expected to be lodged with ASIC on Tuesday, 4 March 2025 Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes Attaching +Security Is the proposed attaching security a 'New class' (+securities in a class that is not yet quoted or recorded by ASX) or an 'Existing class' (additional +securities in a class that is already quoted or recorded by ASX)? New class Attaching +Security - New class (+securities in a class that is not yet quoted or recorded by ASX) Details of attaching +securities proposed to be issued ISIN Code (if Issuer is a foreign company and +securities do not have +CDIs issued over them) ISIN Code for the tradable rights created under a renounceable right issue (if Issuer is foreign company and +securities do not have +CDIs issued over them) Have you received confirmation from ASX that the terms Will the entity be seeking quotation of the 'new' class of of the proposed +securities are appropriate and +securities on ASX? equitable under listing rule 6.1? Appendix 3B - Proposed issue of securities 4/8 Appendix 3B - Proposed issue of securities No No ASX +security code +Security description New class-code to be confirmed OPTION EXPIRING 2 YEARS FROM DATE OF ISSUE EX $0.02 +Security type Options Offer ratio (ratio of attaching securities at which the new +securities will be issued) The quantity of attaching +securities to be issued For a given quantity of the new +securities issued 1 3 What will be done with fractional entitlements? Maximum number of +securities proposed to be issued (subject to rounding) Fractions rounded up to the next whole number 58,586,759 Offer price details for retail security holders In what currency will the offer be made? What is the offer price per +security for the retail offer? AUD 0.00000 AUD - Australian Dollar Oversubscription & Scale back details Will individual +security holders be permitted to apply for more than their entitlement (i.e. to over-subscribe)? Yes Describe the limits on over-subscription to be set out in the prospectus expected to be lodged with ASIC on Tuesday, 4 March 2025 Will a scale back be applied if the offer is over-subscribed? Yes Describe the scale back arrangements to be set out in the prospectus expected to be lodged with ASIC on Tuesday, 4 March 2025 Will all the +securities issued in this class rank equally in all respects from their issue date? Yes Options details +Security currency AUD - Australian Dollar Exercise price Expiry date AUD 0.0200 10/4/2027 Details of the type of +security that will be issued if the option is exercised APC : ORDINARY FULLY PAID Appendix 3B - Proposed issue of securities 5/8 Appendix 3B - Proposed issue of securities Number of securities that will be issued if the option is exercised One fully paid ordinary share (ASX:APC) per 1 option exercised Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities proposed to be issued or provide the information by separate announcement. to be set out in entitlement offer prospectus expected to be lodged with ASIC on Tuesday, 4 March 2025 Details of company options where holders entitled to participate in the offer ASX +security code and description APCO : OPTION EXPIRING 19-APR-2027 Date Option must be exercised by 4/3/2025 Part 3C - Timetable 3C.1 +Record date 7/3/2025 3C.2 Ex date 6/3/2025 3C.3 Date rights trading commences 6/3/2025 3C.4 Record date 7/3/2025 3C.5 Date on which offer documents will be sent to +security holders entitled to participate in the +pro rata issue 12/3/2025 3C.6 Offer closing date 2/4/2025 3C.7 Last day to extend the offer closing date 28/3/2025 3C.8 Date rights trading ends 26/3/2025 3C.9 Trading in new +securities commences on a deferred settlement basis 27/3/2025 3C.11 +Issue date and last day for entity to announce results of +pro rata issue Appendix 3B - Proposed issue of securities 6/8 Appendix 3B - Proposed issue of securities issue 8/4/2025 3C.12 Date trading starts on a normal T+2 basis 9/4/2025 3C.13 First settlement date of trades conducted on a +deferred settlement basis and on a normal T+2 basis 11/4/2025 Part 3E - Fees and expenses 3E.1 Will there be a lead manager or broker to the proposed offer? Yes 3E.1a Who is the lead manager/broker? Joint lead managers - Leeuwin Wealth Pty Ltd (Leeuwin) and Cumulus Wealth Pty Ltd (Cumulus) 3E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker? Joint Lead Manager Success fee of $50,000 upon successful completion plus 6% of funds raised excluding the Converting Loan amounts plus 56.8m Options, subject to shareholder approval, to be issued on the same terms as the Options being issued to participants in the Offer 3E.2 Is the proposed offer to be underwritten? Yes 3E.2a Who are the underwriter(s)? Share X Pty Ltd 3E.2b What is the extent of the underwriting (ie the amount or proportion of the offer that is underwritten)? proposed to be fully underwritten 3E.2c What fees, commissions or other consideration are payable to them for acting as underwriter(s)? $15,000 3E.2d Please provide a summary of the significant events that could lead to the underwriting being terminated details to be set out in entitlement offer prospectus to be lodged with ASIC on Tuesday, 4 March 2025 3E.2e Is a party referred to in listing rule 10.11 underwriting or sub-underwriting the proposed offer? No 3E.3 Will brokers who lodge acceptances or renunciations on behalf of eligible +security holders be paid a handling fee or commission? No 3E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed offer Leeuwin to receive a $25,000 corporate advisory fee in consideration of past and ongoing corporate advisory provided to APC. Part 3F - Further Information 3F.1 The purpose(s) for which the entity intends to use the cash raised by the proposed issue principally for the purposes of exploration of the Company's Projects, to offset Converting Loan debt, general working capital and expenses of the Offer 3F.2 Will holdings on different registers or subregisters be aggregated for the purposes of determining Appendix 3B - Proposed issue of securities 7/8 Appendix 3B - Proposed issue of securities 3F.2 Will holdings on different registers or subregisters be aggregated for the purposes of determining entitlements to the issue? No 3F.3 Will the entity be changing its dividend/distribution policy if the proposed issue is successful? No 3F.4 Countries in which the entity has +security holders who will not be eligible to participate in the proposed issue details to be set out in entitlement offer prospectus expected to be lodged with ASIC on Tuesday, 4 March 2025 3F.5 Will the offer be made to eligible beneficiaries on whose behalf eligible nominees or custodians hold existing +securities Yes 3F.5a Please provide further details of the offer to eligible beneficiaries details to be set out in entitlement offer prospectus expected to be lodged with ASIC on Tuesday, 4 March 2025 3F.6 URL on the entity's website where investors can download information about the proposed issue 3F.7 Any other information the entity wishes to provide about the proposed issue 3F.8 Will the offer of rights under the rights issue be made under a +disclosure document or product disclosure statement under Chapter 6D or Part 7.9 of the Corporations Act (as applicable)? Yes 3F.9 Any on-sale of the +securities proposed to be issued within 12 months of their date of issue will comply with the secondary sale provisions in sections 707(3) and 1012C(6) of the Corporations Act by virtue of: The publication of a +disclosure document or +PDS for the +securities proposed to be issued Appendix 3B - Proposed issue of securities 8/8