Announcement PDF EXULTANT MINING LIMITED ACN 684 147 484 PROSPECTUS For an initial public offering of 25,000,000 Shares at an issue price of $0.20 per Share to raise $5,000,000 (before associated costs) (Offer). The Offer is conditional upon satisfaction of the Conditions which are detailed in Section 4.6. This Prospectus also incorporates the Secondary Offers which are detailed in Section 4.10. Proposed ASX Code: 10X Joint Lead Managers Australian Legal Advisor IMPORTANT NOTICE This document is important and should be read in its entirety. If, after reading this Prospectus you have any questions about the Securities being offered under this Prospectus or any other matter, then you should consult your professional advisers without delay. The Securities offered by this Prospectus should be considered as highly speculative. i IMPORTANT NOTICE This Prospectus is dated 23 October 2025 and was lodged with the ASIC on that date. The ASIC, the ASX and their respective officers take no responsibility for the contents of this Prospectus or the merits of the investment to which this Prospectus relates. No Securities will be issued on the basis of this Prospectus later than 13 months after the date of this Prospectus. No person is authorised to give information or to make any representation in connection with this Prospectus, which is not contained in this Prospectus. Any information or representation not so contained may not be relied on as having been authorised by the Company in connection with this Prospectus. It is important that you read this Prospectus in its entirety and seek professional advice where necessary. The Securities offered under this Prospectus should be considered as highly speculative. Exposure Period This Prospectus will be circulated during the Exposure Period. The purpose of the Exposure Period is to enable this Prospectus to be examined by market participants prior to the raising of funds. You should be aware that this examination may result in the identification of deficiencies in this Prospectus and, in those circumstances, any application that has been received may need to be dealt with in accordance with section 724 of the Corporations Act. Applications for Securities under this Prospectus will not be accepted by the Company until after the expiry of the Exposure Period. No preference will be conferred on applications lodged prior to the expiry of the Exposure Period. No offering where offering would be illegal The distribution of this Prospectus in jurisdictions outside Australia may be restricted by law and persons who come into possession of this Prospectus should observe any of these restrictions, including those set out below. Failure to comply with these restrictions may violate securities laws. Applicants who are resident in countries other than Australia should consult their professional advisers as to whether any governmental or other consents are required or whether any other formalities need to be considered and followed. This Prospectus does not constitute an offer or invitation to apply for Securities in any place in which, or to any person to whom, it would not be lawful to make such an offer or invitation. It is important that investors read this Prospectus in its entirety and seek professional advice where necessary. No action or formality has been taken to register or qualify the Securities or the Offer, or to otherwise permit a public offering of the Securities in any jurisdiction outside Australia. This Prospectus has been prepared for publication in Australia only and may not be distributed in the United States or elsewhere outside Australia, except to institutional and professional investors in Hong Kong and Singapore in transactions exempt from local prospectus or registration requirements. Further details in respect of participation by institutional and professional investors in Hong Kong and Singapore are set out in Section 4.13. US securities law matters This Prospectus does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the US. In particular, the Securities have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the US Securities Act), and may not be offered or sold in the US except in transactions exempt from, or not subject to, the registration requirements of the US Securities Act. Each applicant will be taken to have represented, warranted and agreed as follows: (a) it understands that the Securities have not been, and will not be, registered under the US Securities Act and may not be offered, sold or resold in the US, except in a transaction exempt from, or not subject to, registration under the US Securities Act and any other applicable securities laws; (b) it is not in the United States; and (c) it has not and will not send this Prospectus or any other material relating to the Offer to any person in the United States or elsewhere outside Australia. Electronic Prospectus A copy of this Prospectus can be downloaded from the website of the Company at www.exultantmining.com.au. If you are accessing the electronic version of this Prospectus for the purpose of making an investment in the Company, you must be an Australian resident and must only access this Prospectus from within Australia or you must be an institutional or professional investor resident in Hong Kong or Singapore and you must only access this Prospectus from within Hong Kong or Singapore. The Corporations Act prohibits any person passing onto another person an Application Form unless it is attached to or accompanied by the complete and unaltered version of this Prospectus. You may obtain a hard copy of this Prospectus free of charge by contacting the Company by phone on +61 8 9481 0389 during office hours or by emailing the Company at info@exultantmining.com.au. The Company reserves the right not to accept an Application Form from a person if it has reason to believe that when that person was given access to the electronic Application Form, it was not provided together with the electronic Prospectus and any relevant supplementary or replacement prospectus or any of those documents were incomplete or altered. Company Website No document or other information available on the Company’s website is incorporated into this Prospectus by reference. No cooling-off rights Cooling-off rights do not apply to an investment in Securities issued under this Prospectus. This means that, in most circumstances, you cannot withdraw your application once it has been accepted. No Investment Advice The information contained in this Prospectus is not financial product advice or investment advice and does not take into account your financial or investment objectives, financial situation or particular needs (including financial or taxation issues). You should seek professional advice from your accountant, financial adviser, stockbroker, lawyer or other professional adviser before deciding to subscribe for Securities under this Prospectus to determine whether an investment in the Company meets your objectives, financial situation and needs. ii Risks You should read this document in its entirety and, if in any doubt, consult your professional advisers before deciding whether to apply for Securities. There are risks associated with an investment in the Company. The Securities offered under this Prospectus carry no guarantee with respect to return on capital investment, payment of dividends or the future value of the Securities. Refer to Section D of the Investment Overview as well as Section 7 for details relating to some of the key risk factors that should be considered by prospective investors. There may be risk factors in addition to these that should be considered in light of your personal circumstances. Forward-looking statements This Prospectus contains forward-looking statements which are identified by words such as ‘may’, ‘could’, ‘believes’, ‘estimates’, ‘targets’, ‘expects’, or ‘intends’ and other similar words that involve risks and uncertainties. These statements are based on an assessment of present economic and operating conditions, and on a number of assumptions regarding future events and actions that, as at the Prospectus Date, are expected to take place. Such forward-looking statements are not guarantees of future performance and involve known and unknown risks, uncertainties, assumptions and other important factors, many of which are beyond the control of the Company, the Directors and the Company’s management. The Company cannot and does not give any assurance that the results, performance or achievements expressed or implied by the forward-looking statements contained in this Prospectus will actually occur and investors are cautioned not to place undue reliance on these forward-looking statements. The Company has no intention to update or revise forward-looking statements, or to publish prospective financial information in the future, regardless of whether new information, future events or any other factors affect the information contained in this Prospectus, except where required by law. These forward-looking statements are subject to various risk factors that could cause the Company’s performance and actual results to differ materially from the results expressed or anticipated in these statements. These risk factors are set out in Section 7. Financial Forecasts The Directors have considered the matters set out in ASIC Regulatory Guide 170 and believe that they do not have a reasonable basis to forecast future earnings on the basis that the operations of the Company are inherently uncertain. Accordingly, any forecast or projection information would contain such a broad range of potential outcomes and possibilities that it is not possible to prepare a reliable best estimate forecast or projection. Competent Person’s statement The information in the Investment Overview Section of this Prospectus, included at Section 3, the Company and Projects Overview, included at Section 5, and the Independent Geologist Report, included at Annexure A of this Prospectus, which relates to exploration results is based on, and fairly represents, information and supporting documentation prepared by Mr Robert Wason. Mr Wason has sufficient experience which is relevant to the technical assessment of the mineral assets under consideration, the style of mineralisation and type of deposit under consideration and to the activity which he is undertaking to qualify as a Practitioner as defined in the 2015 Edition of the ‘Australasian Code for the Public Reporting of Technical Assessments and Valuations of Mineral Assets’ (VALMIN Code, 2015) and as a Competent Person as defined in the 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’ (the JORC Code). Mr Wason is an employee of Mining Insights Pty Ltd and is a Member of the Australasian Institute of Mining and Metallurgy. Mr Wason consents to the inclusion in these Sections of this Prospectus of the matters that are based on and fairly represent information and supporting documentation prepared by him in the form and context in which it appears. Continuous disclosure obligations Following Admission, the Company will be a “disclosing entity” (as defined in section 111AC of the Corporations Act) and, as such, will be subject to regular reporting and disclosure obligations. Specifically, like all listed companies, the Company will be required to continuously disclose any information it has to the market which a reasonable person would expect to have a material effect on the price or the value of the Securities. Price sensitive information will be publicly released through ASX before it is disclosed to Shareholders and market participants. Distribution of other information to Shareholders and market participants will also be managed through disclosure to the ASX. In addition, the Company will post this information on its website after the ASX confirms an announcement has been made, with the aim of making the information readily accessible to the widest audience. Clearing House Electronic Sub-Register System (CHESS) and Issuer Sponsorship The Company will apply to participate in CHESS, for those investors who have, or wish to have, a sponsoring stockbroker. Investors who do not wish to participate through CHESS will be issuer sponsored by the Company. Electronic sub-registers mean that the Company will not be issuing certificates to investors. Instead, investors will be provided with statements (similar to a bank account statement) that set out the number of Securities issued to them under this Prospectus. The notice will also advise holders of their Holder Identification Number or Security Holder Reference Number and explain, for future reference, the sale and purchase procedures under CHESS and issuer sponsorship. Electronic sub-registers also mean ownership of securities can be transferred without having to rely upon paper documentation. Further monthly statements will be provided to holders if there have been any changes in their security holding in the Company during the preceding month. Photographs and Diagrams Photographs used in this Prospectus which do not have descriptions are for illustration only and should not be interpreted to mean that any person shown endorses this Prospectus or its contents or that the assets shown in them are owned by the Company. Diagrams used in this Prospectus are illustrative only and may not be drawn to scale. Definitions and Time Unless the contrary intention appears or the context otherwise requires, words and phrases contained in this Prospectus have the same meaning and interpretation as given in the Corporations Act and capitalised terms have the meaning given in the Glossary in Section 12. All references to time in this Prospectus are references to Australian Western Standard Time. iii Privacy statement If you complete an Application Form, you will be providing personal information to the Company. The Company collects, holds and will use that information to assess your application, service your needs as a Shareholder and to facilitate distribution payments and corporate communications to you as a Shareholder. The information may also be used from time to time and disclosed to persons inspecting the register, including bidders for your Securities in the context of takeovers, regulatory bodies including the Australian Taxation Office, authorised securities brokers, print service providers, mail houses and the share registry. You can access, correct and update the personal information that we hold about you. If you wish to do so, please contact the share registry at the relevant contact details set out in this Prospectus. Collection, maintenance and disclosure of certain personal information is governed by legislation including the Privacy Act 1988 (Cth) (as amended), the Corporations Act and certain rules such as the ASX Settlement Operating Rules. You should note that if you do not provide the information required on your application for Securities under this Prospectus, the Company may not be able to accept or process your application. Use of Trademarks This Prospectus includes the Company’s registered and unregistered trademarks. All other trademarks, tradenames and service marks appearing in this Prospectus are the property of their respective owners. Enquiries If you are unclear in relation to the matters raised in this Prospectus or are in doubt as to how to deal with it, you should seek professional advice from your accountant, financial adviser, stockbroker, lawyer or other professional adviser without delay. Should you have any questions in relation to the Offer or how to accept the Offer please contact the Company Secretary on +61 8 9481 0389. iv CORPORATE DIRECTORY Directors Brett Grosvenor Executive Chair Lincoln Ho Non-Executive Director Alan Armstrong Non-Executive Director Company Secretary Amanda Wilton-Heald Proposed ASX Code 10X Registered Office Level 8 216 St Georges Terrace Perth WA 6000 Australian Legal Adviser Steinepreis Paganin Level 14, QV1 Building 250 St Georges Terrace Perth WA 6000 Independent Tenement Expert Mining Access Legal Pty Ltd Level 1 1 Adelaide Terrace East Perth WA 6004 Auditor and Investigating Accountant Hall Chadwick WA Audit Pty Ltd 283 Rokeby Road Subiaco WA 6008 Independent Geologist Mining Insights Pty Ltd 109 Delaney Circuit, Carindale Brisbane QLD 4152 Joint Lead Managers GBA Capital Pty Ltd Level 6 190 St Georges Terrace Perth WA 6000 Bay Financial Pty Ltd Level 23, Salesforce Tower 180 George Street Sydney NSW 2000 Share Registry* Xcend Pty Ltd Level 2, 477 Pitt Street Sydney NSW 2000 Telephone: +61 2 8591 8509 Email: support@xcend.co *This entity is included for information purposes only. It has not been involved in the preparation of this Prospectus. Telephone: + 61 8 9481 0389 Email: info@exultantmining.com.au Website: www.exultantmining.com.au v TABLE OF CONTENTS 1. LETTER FROM THE CHAIR ................................................................................................................ 1 2. KEY OFFER INFORMATION ............................................................................................................. 2 3. INVESTMENT OVERVIEW................................................................................................................. 4 4. DETAILS OF THE OFFER ................................................................................................................. 16 5. COMPANY AND PROJECTS OVERVIEW...................................................................................... 23 6. FINANCIAL INFORMATION .......................................................................................................... 39 7. RISK FACTORS............................................................................................................................... 53 8. BOARD, KEY MANAGEMENT, CORPORATE GOVERNANCE AND ESG ..................................... 64 9. MATERIAL CONTRACTS................................................................................................................ 72 10. ADDITIONAL INFORMATION........................................................................................................ 80 11. DIRECTORS’ AUTHORISATION...................................................................................................... 92 12. GLOSSARY .................................................................................................................................... 93 ANNEXURE A – INDEPENDENT GEOLOGIST REPORT .................................................................................. 96 ANNEXURE B – INDEPENDENT SOLICITOR’S REPORT ON TENEMENTS ......................................................199 ANNEXURE C – INDEPENDENT LIMITED ASSURANCE REPORT ..................................................................234 1 1. LETTER FROM THE CHAIR Dear Investor On behalf of the Board of Exultant Mining Limited (Company or Exultant), it gives me great pleasure to invite you to become a shareholder of the Company. Exultant is an Australian unlisted public company and was formed for the purpose of exploring and developing mineral resource projects in Australia and overseas. The Company has identified and entered into the Acquisition Agreements to secure a 100% interest in three projects (the Projects), including the Black Hammer Project (prospective in gold, copper, zinc and nickel) and the Peak View Project (prospective in copper, zinc and silver) both located in New South Wales, and the Deep Dykes Project (prospective in gold and lithium) located in Western Australia. The Company has also directly applied for two exploration licences to bolster each of the Black Hammer and Deep Dykes Projects. This ASX listing represents an exciting opportunity for investors to participate in the Company’s stated plans to advance the Projects through the application of modern exploration techniques and a structural understanding of the mineralised systems. By bringing these prospective Projects together under one corporate umbrella, Exultant is positioned to leverage our technical expertise, combining deep local expertise with best practices. The Company is committed to unlocking the full value of each Project through disciplined exploration and targeted development, and the Board believes that each of the Projects has the potential to host a substantial commercial discovery. The purpose of the Offer is to raise $5,000,000 (before associated costs) by the issue of 25,000,000 Shares at an issue price of $0.20 per Share. The proceeds of the Offer will be used to advance exploration and development of the Projects and to fund corporate and administration costs, general working capital and the costs of the Offer. The Board has adopted a rigorous approach to evaluating and prioritising drilling targets within the Projects, ensuring that funds raised under the Offer are directed towards the most compelling opportunities that may deliver exploration upside and enhance shareholder value. The Company will aim to execute a drilling program at each Project within the first 12 months post listing on ASX. This Prospectus is issued for the purpose of supporting an application to list the Company on ASX. This Prospectus contains detailed information about the Offer and Exultant, including its business, financial position, and future plans, as well as the risks of investing in the Company. The business of exploration, development and mining involves many risks and may be impacted by factors beyond Exultant’s control. The key risks associated with an investment in Exultant are set out in Section 7 which should be considered in detail. These include, but are not limited to, the Company having no operating history and no operating revenue, the Company being able to satisfy the conditions precedent to the Acquisition Agreements and completion risks, the risks associated with exploration and development of mineral assets and future funding requirements. These risks, together with other general risks applicable to all investments in listed securities not specifically referred to, may affect the value of the Shares in the future. Accordingly, an investment in Exultant should be considered as highly speculative. Investors should be aware that there can be no assurance Exultant will ultimately achieve its stated objectives, nor that actual outcomes will align with the forward-looking statements presented in this Prospectus. I encourage you to read this Prospectus carefully and in its entirety before making any investment decision and, if required, consult with your independent professional advisers. On behalf of my fellow Directors, I invite you to consider this opportunity to invest in the Company and look forward to welcoming you as a shareholder. Yours sincerely, Brett Grosvenor Executive Chair 2 2. KEY OFFER INFORMATION INDICATIVE TIMETABLE ACTION DATE Lodgement of Prospectus with the ASIC 23 October 2025 Exposure Period begins 23 October 2025 Opening Date of Offer 31 October 2025 Closing Date of Offer 5:00pm WST on 21 November 2025 Expected date of issue of Shares under the Offer 27 November 2025 Expected date for despatch of holding statements and allotment confirmation notices 27 November 2025 Expected date of commencement of trading of Shares on ASX 4 December 2025 Notes: The times set out in the table above are references to WST, being the time in Perth, Western Australia, unless otherwise stated. These dates are indicative only and may change without notice, subject to the ASX Listing Rules, the Corporations Act and other applicable laws. The Exposure Period may be extended by the ASIC by not more than 7 days pursuant to section 727(3) of the Corporations Act. The Company, in consultation with the Joint Lead Managers, reserves the right to vary any of these dates, without prior notice, including to close the Offer early, to extend the Closing Date, to accept late applications (either generally or in particular cases) or to cancel or withdraw the Offer at any time before the Shares are issued by the Company, in each case without notifying any recipient of this Prospectus or any applicant. If the Offer is cancelled or withdrawn before completion of the Offer, then all application monies will be refunded in full (without interest) as soon as practicable in accordance with the requirements of the Corporations Act. Investors are encouraged to submit their applications as soon as possible after the Offer opens. KEY OFFER STATISTICS NUMBER Key Offer Details Offer Price per Share $0.20 Gross proceeds of the Offer1 $5,000,000 Total number of Shares available under the Offer1 25,000,000 Number of Shares to be issued to the Vendors2 4,000,000 Number of New Options to be issued to the Vendors2,3 1,500,000 Number of New Options to be issued to the Directors3 1,500,000 Number of New Options to be issued to the Joint Lead Managers3 4,000,000 Capital Structure Capital Structure as at the Prospectus Date Shares 8,200,001 Options - Capital Structure at Admission4 Shares 37,200,001 Options 7,000,000 Indicative market capitalisation at Admission5 $7,440,000 Notes: 1. The Minimum Subscription to the Offer is $5,000,000 (25,000,000 Shares). 2. The Company has entered into the Acquisition Agreements with the Vendors to acquire a 100% interest in the Projects (apart from the Tenements directly applied for by the Company to respectively bolster two of the Projects). Pursuant to the Acquisition Agreements, the Company has agreed to issue an aggregate of 4,000,000 Shares and 1,500,000 New Options to the Vendors (and/or their nominees) 3 as part consideration for the acquisitions. Refer to Section 9.1 for a summary of the material terms and conditions of the Acquisition Agreements. 3. Please refer to Section 10.4 for the terms of the New Options. 4. Certain Securities on issue on completion of the Offer will be subject to escrow restrictions under the ASX Listing Rules. Please refer to Section 5.9 for further details. 5. Based on the Offer Price of $0.20 per Share and on an undiluted basis. The indicative market capitalisation at Admission based on the Offer Price of $0.20 per Share and on a fully diluted basis is $8,840,000. Prospective investors should note that the Shares may trade above or below the Offer Price. HOW TO INVEST Applications for Shares can only be made by completing and lodging an Application Form. Instructions on how to apply for Shares are set out in Section 4.8 and on the Application Form. 4 3. INVESTMENT OVERVIEW The information in this Section is a summary only and is not intended to provide full information for investors intending to apply for Shares offered pursuant to this Prospectus. This Prospectus should be read and considered in its entirety. ITEM SUMMARY FURTHER INFORMATION A. COMPANY Who is the issuer of this Prospectus? Exultant Mining Limited (ACN 684 147 484) (Company or Exultant). Section 5.1 Who is the Company? The Company is an Australian unlisted public company, incorporated in Western Australia on 31 January 2025. The Company was formed for the purpose of acquiring, exploring and developing mineral resource projects in Australia and overseas. Since incorporation, the Company has focussed on undertaking pre-listing activities, including raising seed capital, entering into the Acquisition Agreements to acquire the Peak View Project, the Black Hammer Project and the Deep Dykes Project (together, the Projects), directly pegging ELA6915 and E30/590 to respectively bolster the Black Hammer Project and the Deep Dyke Project and defining the initial exploration programs for the Projects. Section 5.1 What is the Company’s interest in the Projects? On Admission, the Company will hold a 100% interest in the Projects, including: (a) the Peak View Project located in New South Wales; (b) the Black Hammer Project located in New South Wales; and (c) the Deep Dykes Project located in Western Australia. The Company will acquire 100% control over each of the Projects upon completion of settlement under the Acquisition Agreements respectively. The Company has also directly applied for ELA6915 and E30/590 to respectively bolster the Black Hammer Project and the Deep Dyke Project. For further details relating to the Acquisition Agreements, refer to Section 9.1. Section 5.2, Section 9.1 and Annexure A B. BUSINESS MODEL What is the Company’s business model? The Company’s proposed business model following completion of the Offer will be primarily focused on undertaking exploration and development activities on the Projects. As a mineral exploration and development company, Exultant will look to deliver growth and value for Shareholders through achieving exploration success from exploration and evaluation programs. The Company proposes to fund its exploration activities over the first two years following listing on ASX as outlined in the table at Section 5.6. A detailed explanation of the Company’s business model and strategy post-Admission is provided at Section 5.3 and a summary of the Company’s proposed exploration programs is set out at Section 5.4. Section 5.3, 5.4 and Section 5.6 5 ITEM SUMMARY FURTHER INFORMATION What are the key business objectives of the Company? The Company’s main objectives upon Admission will be to: (a) systematically explore and seek to develop each of the Projects; (b) assess new strategic acquisitions and investment opportunities that may present; (c) implement a growth strategy and actively canvas other mineral exploration and resource opportunities which have the potential to generate growth and value for Shareholders; and (d) provide working capital for the Company. Section 5.3 What are the key dependencies of the Company’s business model? The key dependencies influencing the viability of the Compa