Announcement PDF Appendix 3B - Proposed issue of securities Update Summary Entity name HEAVY RARE EARTHS LIMITED Announcement Type Update to previous announcement Date of this announcement 17/12/2024 Reason for update to a previous announcement Update to Rights Issue timetable - issue date Refer to next page for full details of the announcement Appendix 3B - Proposed issue of securities 1/6 Appendix 3B - Proposed issue of securities Part 1 - Entity and announcement details 1.1 Name of +Entity HEAVY RARE EARTHS 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 648991039 1.3 ASX issuer code HRE 1.4 The announcement is Update/amendment to previous announcement 1.4a Reason for update to a previous announcement Update to Rights Issue timetable - issue date 1.4b Date of previous announcement to this update 29/11/2024 1.5 Date of this announcement 17/12/2024 1.6 The Proposed issue is: A standard +pro rata issue (non-renounceable or renounceable) 1.6a The proposed standard +pro rata issue is: + Non-renounceable Appendix 3B - Proposed issue of securities 2/6 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 HRE : 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? No If the entity has quoted company options, do the terms entitle option holders to participate on exercise? No Details of +securities proposed to be issued ASX +security code and description HRE : ORDINARY FULLY PAID ISIN Code (if Issuer is a foreign company and +securities do not have +CDIs issued over them) ISIN Code for the entitlement or right to participate in a non-renounceable 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 1 Appendix 3B - Proposed issue of securities 2 3/6 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 42,137,575 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 0.03000 Oversubscription & Scale back details Will individual +security holders be permitted to apply for more than their entitlement (i.e. to over-subscribe)? No Will a scale back be applied if the offer is over-subscribed? No Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes Part 3C - Timetable 3C.1 +Record date 4/12/2024 3C.2 Ex date 3/12/2024 3C.4 Record date 4/12/2024 3C.5 Date on which offer documents will be sent to +security holders entitled to participate in the +pro rata issue 5/12/2024 3C.6 Offer closing date 16/12/2024 3C.7 Last day to extend the offer closing date 11/12/2024 3C.9 Trading in new +securities commences on a deferred settlement basis Appendix 3B - Proposed issue of securities 4/6 Appendix 3B - Proposed issue of securities 3C.9 Trading in new +securities commences on a deferred settlement basis 17/12/2024 3C.11 +Issue date and last day for entity to announce results of +pro rata issue 23/12/2024 3C.12 Date trading starts on a normal T+2 basis 24/12/2024 3C.13 First settlement date of trades conducted on a +deferred settlement basis and on a normal T+2 basis 30/12/2024 Part 3E - Fees and expenses 3E.1 Will there be a lead manager or broker to the proposed offer? No 3E.2 Is the proposed offer to be underwritten? Yes 3E.2a Who are the underwriter(s)? Cygnet Capital Pty Ltd and Taylor Collison Limited 3E.2b What is the extent of the underwriting (ie the amount or proportion of the offer that is underwritten)? The offer is fully underwritten 3E.2c What fees, commissions or other consideration are payable to them for acting as underwriter(s)? Cygnet and Taylor Collison will be paid a fee of 6% (in aggregate) of total funds raised under the Entitlement Offer. 3E.2d Please provide a summary of the significant events that could lead to the underwriting being terminated A summary of the terms of the Underwriting Agreement will be included in the Company's Entitlement Offer booklet which will be announced on 31 October 2024. 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 Part 3F - Further Information 3F.1 The purpose(s) for which the entity intends to use the cash raised by the proposed issue Funds raised will be used on exploration activities on the Company's projects, in particular the Uranium Projects and to pay for costs of the offer. 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? Appendix 3B - Proposed issue of securities 5/6 Appendix 3B - Proposed issue of securities No 3F.4 Countries in which the entity has +security holders who will not be eligible to participate in the proposed issue All countries outside of Australia and New Zealand. 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 Refer to offer booklet to be released to ASX on 31 October 2024. 3F.6 URL on the entity's website where investors can download information about the proposed issue https://hreltd.com.au/investors/asx-announcements/ 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)? No 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 involving the same class of securities as the +securities proposed to be issued that meets the requirements of section 708A(11) or 1012DA(11) Appendix 3B - Proposed issue of securities 6/6