Announcement PDF Appendix 3B - Proposed issue of securities Announcement Summary Entity name CASTLE MINERALS LIMITED Announcement Type New announcement Date of this announcement 21/8/2025 The Proposed issue is: A placement or other type of issue Total number of +securities proposed to be issued for a placement or other type of issue Maximum Number of +securities to be issued ASX +security code +Security description New class-code to be confirmed Performance Rights - Milestone A 5,625,000 New class-code to be confirmed Performance Rights - Milestone B 9,375,000 New class-code to be confirmed Performance Rights 8,900,000 CDT ORDINARY FULLY PAID 38,641,833 CDTAF OPTION EXPIRING 31-MAY-2028 EX $0.12 30,500,000 Proposed +issue date 10/10/2025 Refer to next page for full details of the announcement Appendix 3B - Proposed issue of securities 1 / 11 Appendix 3B - Proposed issue of securities Part 1 - Entity and announcement details 1.1 Name of +Entity CASTLE 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 ABN 83116095802 1.3 ASX issuer code CDT 1.4 The announcement is New announcement 1.5 Date of this announcement 21/8/2025 1.6 The Proposed issue is: A placement or other type of issue Appendix 3B - Proposed issue of securities 2 / 11 Appendix 3B - Proposed issue of securities 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? Yes 7A.1a Conditions Approval/Condition Date for determination +Security holder approval 6/10/2025 Is the date estimated or actual? ** Approval received/condition met? Estimated Comments 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)? Existing class Will the proposed issue of this +security include an offer of attaching +securities? No Details of +securities proposed to be issued ASX +security code and description CDT : ORDINARY FULLY PAID Number of +securities proposed to be issued 26,400,000 Offer price details Are the +securities proposed to be issued being issued for a cash consideration? Yes In what currency is the cash consideration being paid? What is the issue price per +security? AUD - Australian Dollar AUD 0.06000 Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes Appendix 3B - Proposed issue of securities 3 / 11 Appendix 3B - Proposed issue of securities 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? No Details of +securities proposed to be issued ASX +security code and description CDT : ORDINARY FULLY PAID Number of +securities proposed to be issued 10,500,000 Offer price details Are the +securities proposed to be issued being issued for a cash consideration? No Please describe the consideration being provided for the +securities Part consideration for the acquisition of 90% of the issued capital in Mineralis Ltd, which has the right to earn up to a 90% interest in exploration permits (1 granted, 6 applications) located in Côte d'Ivoire. 5,250,000 ordinary shares to be issued on completion. 5,250,000 ordinary shares, conditional on the grant of 4 out of 6 applications pursuant to the Mineralis transaction. Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes 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? No Details of +securities proposed to be issued ASX +security code and description CDTAF : OPTION EXPIRING 31-MAY-2028 EX $0.12 Appendix 3B - Proposed issue of securities 4 / 11 Appendix 3B - Proposed issue of securities Number of +securities proposed to be issued 18,000,000 Offer price details Are the +securities proposed to be issued being issued for a cash consideration? No Please describe the consideration being provided for the +securities Part consideration for the acquisition of 90% of the issued capital in Mineralis Ltd, which has the right to earn up to a 90% interest in exploration permits (1 granted, 6 applications) located in Côte d'Ivoire. 9,000,000 options to be issued on completion. 9,000,000 options, conditional on the grant of 4 out of 6 applications pursuant to the Mineralis transaction. Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes 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? No Details of +securities proposed to be issued ASX +security code and description CDTAF : OPTION EXPIRING 31-MAY-2028 EX $0.12 Number of +securities proposed to be issued 12,500,000 Offer price details Are the +securities proposed to be issued being issued for a cash consideration? Yes In what currency is the cash consideration being paid? What is the issue price per +security? AUD - Australian Dollar AUD 0.00001 Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes Is the proposed security a 'New Appendix 3B - Proposed issue of securities Will the proposed issue of this 5 / 11 Appendix 3B - Proposed issue of securities 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)? New class Will the proposed issue of this +security include an offer of attaching +securities? No Details of +securities proposed to be issued ISIN Code (if Issuer is a foreign company and +securities do not have +CDIs issued over them) Have you received confirmation from ASX that the terms of the proposed +securities are appropriate and equitable under listing rule 6.1? No Will the entity be seeking quotation of the 'new' class of +securities on ASX? No ASX +security code +Security description New class-code to be confirmed Performance Rights - Milestone A +Security type Performance options/rights Number of +securities proposed to be issued 5,625,000 Offer price details Are the +securities proposed to be issued being issued for a cash consideration? No Please describe the consideration being provided for the +securities Part consideration for the acquisition of 90% of the issued capital in Mineralis Ltd, which has the right to earn up to a 90% interest in exploration permits (1 granted, 6 applications) located in Côte d'Ivoire Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities Will all the +securities issued in this class rank equally in all respects from their issue date? Yes Performance options/rights details +Security currency Exercise price AUD - Australian Dollar AUD Expiry date Details of the type of +security that will be issued if the option is exercised CDT : ORDINARY FULLY PAID Number of securities that will be issued if the option is exercised Appendix 3B - Proposed issue of securities 6 / 11 Appendix 3B - Proposed issue of securities Number of securities that will be issued if the option is exercised One fully paid ordinary share (ASX:CDT) 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. Please refer to today's announcement. Further details will be set out in the notice of meeting. 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)? New class Will the proposed issue of this +security include an offer of attaching +securities? No Details of +securities proposed to be issued ISIN Code (if Issuer is a foreign company and +securities do not have +CDIs issued over them) Have you received confirmation from ASX that the terms of the proposed +securities are appropriate and equitable under listing rule 6.1? No Will the entity be seeking quotation of the 'new' class of +securities on ASX? No ASX +security code +Security description New class-code to be confirmed Performance Rights - Milestone B +Security type Performance options/rights Number of +securities proposed to be issued 9,375,000 Offer price details Are the +securities proposed to be issued being issued for a cash consideration? No Please describe the consideration being provided for the +securities Part consideration for the acquisition of 90% of the issued capital in Mineralis Ltd, which has the right to earn up to a 90% interest in exploration permits (1 granted, 6 applications) located in Côte d'Ivoire Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities Will all the +securities issued in this class rank equally in all respects from their issue date? Yes Appendix 3B - Proposed issue of securities 7 / 11 Appendix 3B - Proposed issue of securities Performance options/rights details +Security currency Exercise price AUD - Australian Dollar AUD Expiry date Details of the type of +security that will be issued if the option is exercised CDT : ORDINARY FULLY PAID Number of securities that will be issued if the option is exercised One fully paid ordinary share (ASX:CDT) 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. Please refer to today's announcement. Further details will be set out in the notice of meeting. 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? No Details of +securities proposed to be issued ASX +security code and description CDT : ORDINARY FULLY PAID Number of +securities proposed to be issued 1,741,833 Offer price details Are the +securities proposed to be issued being issued for a cash consideration? No Please describe the consideration being provided for the +securities Shares are being issued in lieu of accrued directors' remuneration. Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities 104,510.000000 Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes 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)? Appendix 3B - Proposed issue of securities Will the proposed issue of this +security include an offer of attaching +securities? No 8 / 11 Appendix 3B - Proposed issue of securities New class Details of +securities proposed to be issued ISIN Code (if Issuer is a foreign company and +securities do not have +CDIs issued over them) Have you received confirmation from ASX that the terms of the proposed +securities are appropriate and equitable under listing rule 6.1? No Will the entity be seeking quotation of the 'new' class of +securities on ASX? No ASX +security code +Security description New class-code to be confirmed Performance Rights +Security type Performance options/rights Number of +securities proposed to be issued 8,900,000 Offer price details Are the +securities proposed to be issued being issued for a cash consideration? No Please describe the consideration being provided for the +securities To be issued for nil consideration as part of the director and CEO remuneration. Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities Will all the +securities issued in this class rank equally in all respects from their issue date? Yes Performance options/rights details +Security currency Exercise price AUD - Australian Dollar AUD Expiry date Details of the type of +security that will be issued if the option is exercised CDT : ORDINARY FULLY PAID Number of securities that will be issued if the option is exercised One fully paid ordinary share (ASX:CDT) 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. Please refer to today's announcement. Further details will be set out in the notice of meeting. Appendix 3B - Proposed issue of securities 9 / 11 Appendix 3B - Proposed issue of securities Part 7C - Timetable 7C.1 Proposed +issue date 10/10/2025 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? Yes 7D.1a Date of meeting or proposed meeting to approve the issue under listing rule 7.1 6/10/2025 7D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue? Yes 7D.3 Will any of the +securities to be issued be +restricted securities for the purposes of the listing rules? No 7D.4 Will any of the +securities to be issued be subject to +voluntary escrow? Yes 7D.4a Please enter the number and +class of the +securities subject to +voluntary escrow and the date from which they will cease to be subject to +voluntary escrow 2,625,000 ordinary shares issued to Mineral Holdings Limited at completion will be held in escrow for 6 months from the date of issue. Part 7E - Fees and expenses 7E.1 Will there be a lead manager or broker to the proposed issue? Yes 7E.1a Who is the lead manager/broker? Euroz Hartleys Limited 7E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker? Euroz Hartleys is Lead Manager to the Placement and facilitated the introduction of, and negotiation of the Acquisition for Castle. The Lead Manager will receive a 6% fee for monies raised under the placement and 12,500,000 options in relation to the transaction. The Lead Manager¿s mandate has been extended to 12 months from the completion of the placement and transaction. 7E.2 Is the proposed issue to be underwritten? No 7E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed issue Legal fees, share registry fees, broker costs, due diligence costs, ASX fees, printing costs. Appendix 3B - Proposed issue of securities 10 / 11 Appendix 3B - Proposed issue of securities Part 7F - Further Information 7F.01 The purpose(s) for which the entity is issuing the securities Please refer to the accompanying announcement dated 21 August 2025, which sets out the details of the placement and transaction. 7F.1 Will the entity be changing its dividend/distribution policy if the proposed issue proceeds? No 7F.2 Any other information the entity wishes to provide about the proposed issue 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 cleansing notice under section 708A(5), 708AA(2)(f), 1012DA(5) or 1012DAA(2)(f) Appendix 3B - Proposed issue of securities 11 / 11