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Tranche 2 Placement Update

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Celsius to issue additional free-attaching options to Tranche 2 placement participants on 1-for-2 basis.

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Celsius Resources Limited (Celsius or CLA) (ASX, AIM:CLA) will issue an additional free-attaching option to Tranche 2 participants of the placement announced on 10 March 2025 ("Placement"), on a 1-for-2 basis, subject to shareholder approval being received ("Additional Options"). Shareholders approved the issue of the Tranche 2 Placement securities at the general meeting held on 28 April 2025 ("General Meeting") [1].

Given current market conditions and escalating geopolitical and macroeconomic uncertainty, the Company, having been advised by its Placement adviser, is issuing the Additional Options as a good faith measure for investors' continued support of the Company's business and ongoing operations.

The Additional Options will be issued on the same terms as those free-attaching options approved at the General Meeting, and as the participants in Tranche 1 and Tranche 2 of the Placement are identical, all Placement participants will be entitled to these Additional Options.

The Placement options, exercisable at A$0.01 each and expiring 3 years from issue date, were approved by shareholders at the General Meeting, and are proposed to be quoted on ASX subject to satisfying ASX's conditions for admission of a new class of quoted securities ("ASX Conditions"). The Company is currently in the process of preparing a prospectus in connection with the issue of the Placement options and, subject to the receipt of shareholder approval, the Additional Options ("Prospectus"). The Additional Options are also proposed to be quoted. In the event the ASX Conditions are not satisfied, then the Placement options and Additional Options will still be issued but as unquoted options. The Tranche 2 placement securities are expected to be issued on or around 16 May 2025.

As announced on 19 March 2025, Directors Mark van Kerkwijk and Paul Dudley participated in Tranche 2 of the Placement on the same terms as other un-related investors and are also entitled to receive the Additional Options on the same terms. Silvercorp Metals, Inc. will also be entitled to receive Additional Options in accordance with its equity participation right as announced on 15 May 2023.

A further announcement will be made in due course.

This announcement has been authorised by the Board of Directors of Celsius Resources Limited.

Celsius Resources Contact Information

Level 5, 191 St. Georges Terrace

Perth WA 6000

PO Box 7059

Cloisters Square PO

Perth WA 6850

P: +61 8 9324 4516

W: www.celsiusresources.com

Celsius Resources Limited

Mark van KerkwijkP: +61 8 9324 4516 E: info@celsiusresources.com.au W: www.celsiusresources.com
Beaumont Cornish Limited (Nominated Adviser) Roland Cornish/Felicity Geidt/Andrew PriceP: +44 (0) 207 628 3396
Zeus Capital Limited (Broker) Harry Ansell/James Joyce/James BavisterP: +44 (0) 20 3 829 5000

[1] ASX announcement 28 April 2025

Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.

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