Proposed issue of securities - VTX
Released
Released
Announcement PDF
Appendix 3B - Proposed issue of securities
Appendix 3B - Proposed issue of securities 1 / 6
Announcement Summary
Entity name
VERTEX MINERALS LIMITED
Announcement Type
New announcement
Date of this announcement
7/9/2026
The Proposed issue is:
Total number of +securities proposed to be issued for a placement or other type of issue
ASX +security code +Security description
Maximum Number of
+securities to be issued
VTXO OPTION EXPIRING 17-JUL-2027 20,230,502
VTX ORDINARY FULLY PAID 60,691,505
Proposed +issue date
26/10/2026
Refer to next page for full details of the announcement
A placement or other type of issue
Appendix 3B - Proposed issue of securities
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Part 1 - Entity and announcement details
1.1 Name of +Entity
VERTEX 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
ABN
Registration Number
68650116153
1.3 ASX issuer code
VTX
1.4 The announcement is
1.5 Date of this announcement
7/9/2026
1.6 The Proposed issue is:
A placement or other type of issue
New announcement
Appendix 3B - Proposed issue of securities
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Part 7 - Details of proposed placement or other issue
Part 7A - Conditions
7A.1 Do any external approvals need to be obtained or other conditions satisfied before the placement or other
type of issue can proceed on an unconditional basis?
7A.1a Conditions
Approval/Condition
+Security holder approval
Date for determination
19/10/2026
Is the date estimated or
actual?
** Approval
received/condition met?
Comments
(a) Raising AUD 4,200,000 via the issue of convertible loans ("Convertible Loans") by Vertex to unrelated sophisticated
and
professional investors (AUD3,600,000) and a related sophisticated and professional investor (AUD600,000); and
(b) Subject to Company shareholder approval:
(i) The Convertible Loans (including 10% per annum interest accrued under the Convertible Loans at the maturity date)
will be converted into fully paid ordinary shares ("Shares") at the lesser of AUD 0.14 and the Company 5-day VWAP price
per Share at the time of conversion ("Conversion Price"); and
(ii) For every three (3) Shares subscribed for under the Convertible Loans, investors will receive one (1) attaching option
for no additional consideration, each with an exercise price of AUD 0.15 expiring 17 July 2027 and on the same terms as
the existing listed VTXO options ("Offer Options")
Part 7B - Issue details
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)?
Will the proposed issue of this
+security include an offer of
attaching +securities?
Details of +securities proposed to be issued
ASX +security code and description
VTX : ORDINARY FULLY PAID
Number of +securities proposed to be issued
60,691,505
Offer price details
Are the +securities proposed to be issued being issued for a cash
consideration?
No
Yes
Existing class
Estimated
Yes
Appendix 3B - Proposed issue of securities
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Please describe the consideration being provided for the +securities
Repayment of Convertible Loans at an assumed Conversion Price of $0.07 per share.
Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities
0.070000
Will these +securities rank equally in all respects from their issue date with
the existing issued +securities in that class?
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)?
Attaching +Security - Existing class (additional +securities in a class that is already quoted or recorded by ASX)
Details of attaching +securities proposed to be issued
ASX +security code and description
VTXO : OPTION EXPIRING 17-JUL-2027
Number of +securities proposed to be issued
20,230,502
Offer price details
Are the +securities proposed to be issued being issued for a cash consideration?
Please describe the consideration being provided for the +securities
For every three (3) Shares subscribed for under the Convertible Loans, investors will receive one (1) attaching option for
no additional consideration, each with an exercise price of A$0.15 expiring 17 July 2027 (on the same terms as the
existing listed VTXO options) ("Offer Options").
Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities
0.031000
Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that
class?
Part 7C - Timetable
7C.1 Proposed +issue date
26/10/2026
Yes
No
Existing class
Yes
Appendix 3B - Proposed issue of securities
Appendix 3B - Proposed issue of securities 5 / 6
Part 7D - Listing Rule requirements
7D.1 Has the entity obtained, or is it obtaining, +security holder approval for the entire issue under listing rule 7.1?
7D.1a Date of meeting or proposed meeting to approve the issue under listing rule 7.1
19/10/2026
7D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue?
7D.3 Will any of the +securities to be issued be +restricted securities for the purposes of the listing rules?
7D.4 Will any of the +securities to be issued be subject to +voluntary escrow?
Part 7E - Fees and expenses
7E.1 Will there be a lead manager or broker to the proposed issue?
7E.1a Who is the lead manager/broker?
Vert Capital Pty Ltd ACN 635 566 424 ("Vert")
7E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker?
Fees for Vert Capital Pty Ltd (Vert) acting as lead manager:
(a) 2% management fee plus GST of amount raised;
(b) 4% lead manager fee plus GST of amount raised;
(c) Subject to Company shareholder approval, issue3,000,000 listed VTXO options to Vert or nominee(s), AUD0.15
exercise price expiring on 17 July 2027 ("Lead Manager Options"). Each Lead Manager Option issue price is
AUD0.00001; and
(d) Subject to Company shareholder approval, for every dollar raised under the Offer, issue to Vert or its nominee(s) one
(1) unlisted VTXAN option, AUD0.20 exercise price expiring on 15 December 2028. ("Broker Options"). Each Broker
Option issue price is AUD0.00001.
7E.2 Is the proposed issue to be underwritten?
7E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed issue
Part 7F - Further Information
7F.01 The purpose(s) for which the entity is issuing the securities
The Company intends to apply funds raised towards additional working capital headroom while the Company progresses
underground development and continues to build steady gold production and sales from its Reward Gold Mine.
7F.1 Will the entity be changing its dividend/distribution policy if the proposed issue proceeds?
7F.2 Any other information the entity wishes to provide about the proposed issue
The numbers of equity securities proposed to be issued are based on the lesser of the Company share price and 5-day
VWAP at the date of this Appendix 3B (A$0.14).
The Conversion Price and the resulting number of equity securities proposed to be issued may change. The assumed
Conversion Price is A$0.07.
No
No
Yes
No
No
Yes
Yes
Appendix 3B - Proposed issue of securities
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The proposed number of shares and options disclosed is calculated by reference to the relevant outstanding principal plus
accrued interest as at the assumed maturity date of 16 October 2026.
To the extent any maturity date is extended, additional interest will accrue and the number of shares and options issued
on conversion will increase accordingly.
7F.3 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
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