Fully-underwritten A$60m Placement and A$3m SPP

11 August 2025

Not for release to US wire services or distribution in the United States
Fully-underwritten A$60 million Placement and A$3 million SPP
Santana Minerals Limited (ABN 37 161 946 989) (Santana or the Company) (ASX: SMI) (NZX: SMI) is
pleased to announce a fully underwritten placement to sophisticated and professional investor clients
of Canaccord Genuity (Australia) Limited (ABN 19 075 071 466) (Placement).
The Placement is fully underwritten for gross proceeds of A$60 million (being 103.4 million new fully
paid ordinary shares at A$0.58 per share).
The fully underwritten Placement was driven by international resources funds, including those from
New Zealand, desiring participation in the exciting Bendigo Ophir Gold Project and was strongly
supported by existing domestic and high net-worth holders.
The Company also intends to complete a Share Purchase Plan (SPP) capped at A$3m to give eligible
shareholders a chance to apply for shares at the same price as the Placement.
Damian Spring, CEO said:
“The support and interest in the Bendigo Ophir Gold Project endorses its significance and it is
pleasing that a New Zealand resource project can once again, attract significant investment capital
for projects than can assist in the rebuild of the Country’s economic base.
It was most pleasing to also see strong participation from New Zealand investors who understand
the long-term economic output impacts the project development can bring our community, region
and country as we advance through consenting and a final investment decision.”
Use of Proceeds
Proceeds from the Placement and SPP, together with the Company’s existing cash balance of
approximately A$47.5 million
1
, are proposed to be applied to:
• accelerate the development of the Bendigo-Ophir Gold Project in preparation for a subsequent
Final Investment Decision (FID);
• commencement of early infrastructure civil works to advance project readiness;
• potential acquisition of freehold lands directly impacted by the proposed mining operations
and the completion of access agreements, including in respect of land that the Company or its
subsidiaries have under option*;
• further exploration of high-priority, near-mine and regional targets, including drilling;
• procurement of long-lead plant and infrastructure items for the Bendigo-Ophir Project; and
• general working capital purposes and costs of the Placement and SPP.
*The Company has agreed to negotiate terms to acquire freehold title to parcels of land neighbouring and underlying its
Bendigo-Ophir Gold Project, already the subject of access arrangements, from Bendigo Station Limited. Any formal
agreements will be subject to various conditions precedent, including but not limited to NZ Overseas Investment Office
approval where required. There can be no guarantee of binding agreements on the proposed terms. Accordingly, investors
are cautioned not to place any reliance on these negotiations when making decisions in relation to any investment in the
Company.

1
As at 30 June 2025 (net of payables)
Announcement
ASX:SMI
NZX:SMI

Placement Details
On completion of the Placement, the Company will place 103,448,276 ordinary shares at A$0.58 per
share to raise gross proceeds of A$60 million.
The Placement price of A$0.58 relative to the Santana ASX share price up to and including Wednesday,
6 August 2025 (pre trading halt request) represented:
• a 1.6% discount to the 10-day volume weighted average price (VWAP)
• a 3.3% discount to the 5-day VWAP
• a 7.9% discount to the last completed ASX price of A$0.63 6 August 2025
The new shares to be issued under the Placement will rank equally with existing fully paid ordinary
shares of the Company already on issue and will be issued in a single tranche utilising the Company’s
placement capacity under ASX Listing Rule 7.1.
Settlement of the Placement is expected to occur on Friday, 15 August 2025, with new shares expected
to be allotted on Monday, 18 August 2025 and trading of the new shares commencing on the same
date.
Canaccord Genuity (Australia) Limited acted as Sole Lead Manager, Underwriter and Bookrunner to
the Placement and will be paid a total management fee of 1% and a placement fee of 4%.
Share Purchase Plan
In addition to the Placement, the Company intends to undertake an SPP to raise up to a further A$3
million (before costs).
The SPP will enable eligible Santana shareholders, being those with a registered address in Australia
or New Zealand as at the record date of 7:00pm (AEST) on Friday, 8 August 2025, to have the
opportunity to apply for up to A$30,000 worth of new shares (subject to any scale back) at the same
A$0.58 per share price as the placement.
Shareholders in the United States or acting for the account of a benefit of a person in the United Staes
are in-eligible to participate.
The SPP is not underwritten and there is no guarantee that the Company will raise the targeted
amount. If valid applications are received for more than the targeted A$3 million under the SPP, the
Company will undertake a scale back of applications to the extent required, with a focus on
proportionality to underlying holdings as at the record date (but without limiting the Company’s
discretion, also taking into account, among other factors, the number of eligible shareholders
participating or the number of new shares applied for under the SPP).
The terms and conditions of the SPP will be detailed in an SPP Booklet to be dispatched to eligible
shareholders and released to the ASX on or about Wednesday, 20 August 2025. Eligible shareholders
who wish to participate should act promptly in submitting applications – the Company reserves the
right to close the SPP early, in its sole and absolute discretion, by making an announcement to the ASX.
The new shares to be issued under the SPP will rank equally with existing fully paid ordinary shares of
the Company already on issue.
All of the directors intend to participate in the SPP.

Indicative Timetable
Event Time (AEST) / Date
SPP Record Date 7:00pm Friday, 8 August 2025
Announcement of Placement and SPP Monday, 11 August 2025
Settlement of new shares issued under Placement Friday, 15 August 2025
Allotment, quotation and trading of new shares issued
under the Placement
Monday, 8 August 2025
Dispatch of SPP Booklet
Share Purchase Plan Opens
Wednesday, 20 August 2025
Share Purchase Plan Closes
5:00pm Wednesday, 3 September 2025
Announce Results of Share Purchase Plan
Monday, 8 September 2025
Allotment, quotation and trading of new shares issued
under the Share Purchase Plan
Tuesday, 9 September 2025
Note: this timetable is indicative and may be subject to change. The Company reserves the right to amend any or all of these events, dates
and times in its absolute discretion, subject to the Corporations Act 2001 (Cth), ASX and NZX Listing Rules and other applicable laws. Any
extension to the closing date for the SPP will have a consequential effect on the anticipated date for issue of new shares under the SPP.

Ends
This announcement has been authorised for release by the Board of Directors.
Enquiries:
Damian Spring
Exec. Director & CEO
dspring@santanaminerals.com
Sam Smith
Exec. Director Corp Affairs & IR
ssmith@santanaminerals.com

Forward Looking Statements:
This announcement contains certain “forward-looking statements” and comments about future matters. Forward-looking
statements can generally be identified by the use of forward-looking words such as, “expect”, “anticipate”, “likely”, “intend”,
“should”, “could”, “may”, “predict”, “plan”, “propose”, “will”, “believe”, “forecast”, “estimate”, “target” “outlook”, “guidance”
and other similar expressions within the meaning of securities laws of applicable jurisdictions. Indications of, and guidance
or outlook on, production, future earnings or financial position or performance are also forward-looking statements. You are
cautioned not to place undue reliance on forward-looking statements. Any such statements, opinions and estimates in this
announcement speak only as of the date hereof and are based on assumptions and contingencies subject to change without
notice, as are statements about market and industry trends, projections, guidance and estimates. Forward-looking
statements are provided as a general guide only. The forward-looking statements contained in this announcement are not
indications, guarantees or predictions of future performance and involve known and unknown risks and uncertainties and
other factors, many of which are beyond the control of the Company, and may involve significant elements of subjective
judgement and assumptions as to future events which may or may not be correct.
There can be no assurance that actual outcomes will not differ materially from these forward-looking statements. A number
of important factors could cause actual results or performance to differ materially from the forward-looking statements. The
forward-looking statements are based on information available to the Company as at the date of this announcement. Except
as required by law or regulation (including the ASX Listing Rules), the Company undertakes no obligation to supplement,
revise or update forward-looking statements or to publish prospective financial information in the future, regardless of
whether new information, future events or results or other factors affect the information contained in this announcement.

Not an offer in the United States

This announcement has been prepared for publication in Australia and may not be released to US wire services or distributed
in the United States. This announcement does not constitute an offer to sell, or a solicitation of an offer to buy, securities in
the United States or any other jurisdiction. Any securities described in this announcement have not been, and will not be,
registered under the US Securities Act of 1933 and may not be offered or sold in the United States except in transactions
exempt from, or not subject to, the registration requirements of the US Securities Act and applicable US state securities laws.

Attachment A – Summary of Underwriting Agreement

Pursuant to the Underwriting Agreement, the Company appointed Canaccord Genuity (Australia) Limited (Lead
Manager) as bookrunner and lead manager to, and Canaccord has agreed to fully underwrite, the Company’s
Placement of new fully paid ordinary shares (Placement Shares) to institutional investors in permitted jurisdictions.
The Underwriting Agreement is on customary terms for these types of arrangements.
The obligations of the Lead Manager are subject to the satisfaction of certain conditions precedent
documented in the Underwriting Agreement.
The Company and the Lead Manager have given certain representations, warranties and undertakings in
connection with (amongst other things) the placement that are considered standard for an agreement of this
nature.
The Company has agreed, subject to certain carve outs, to indemnify and hold harmless the Lead
Manager, its affiliates and related body corporates and each employee, officer, agent and adviser of the Lead
Manager (or any of their affiliates or related bodies corporate) from and against any loss, damage or
liability of any kind other than loss of profit, all costs (including all legal costs on a full indemnity basis and
whether or not the subject of a court order), and all expenses related, directly or indirectly to the placement.
The Lead Manager may, by notice to the Company, terminate its obligations under the Underwriting Agreement
on the occurrence of certain customary termination events for an agreement of this nature.
These termination events include, but are not limited to:
• (ASX listing) the Company ceases to be admitted to the official list of ASX or its shares are
suspended from trading on, or cease to be quoted on, the ASX;
• (withdrawal) the Company withdraws the placement;
• (Group insolvency) the Company or its related bodies corporate (other than a dormant entity
with no or immaterial assets) is insolvent or there is an act or omission, or a circumstance
arises, which is likely to result in the Company or any such related bodies corporate becoming
insolvent;
• (ASIC action) ASIC:
o holds or commences, or gives notice of intention to hold or commence, a hearing or
investigation in relation to the Issuer, the placement, the ASX Materials under the
Corporations Act or the Australian Securities and Investments Commission Act 2001 (Cth); or
o prosecutes or gives notice of an intention to prosecute, or commences proceedings against,
or gives notice of an intention to commence proceedings against, the Company or any of its
officers, employees or agents in relation to the placement;
• (certificate) a certificate which is required to be furnished by the Company is not furnished
when required or a statement in the certificate is untrue, incorrect or misleading or deceptive;
• (ASX approval of Placement Shares) unconditional approval (or conditional approval, provided such
condition(s) would not have a material adverse effect on the success or settlement of the placement)
by the ASX for official quotation of the Placement Shares is refused or is not granted or, if granted,
is modified (in a manner which would have a material adverse effect on the success or settlement
of the placement) or withdrawn;

• (defective ASX materials) this announcement or the Appendix 3B for the placement omits any
information required by the Corporations Act 2001 (Cth) (Corporations Act) or any other applicable
law, contains a statement which is or becomes misleading or deceptive or is likely to mislead or
deceive or otherwise fails to comply with the Corporations Act or any other applicable law or any
statement about a future matter (including the doing of, or refusing to do, an act, and also including
any forecast, expression of opinion, intention or expectation) expressed in the same being taken to
be misleading in accordance with section 769 of the Corporations Act;
• (index or gold fall) on and from 9.00am on the date of this announcement and up to (but excluding) 15
August 2025 (being the settlement date for the placement), the S&P/ASX 200 Index or the A$ gold price falls,
at any time, to a level that is 10% or more below its level as at 9.00am on the date of this announcement;
• (illegality) there is an event, occurrence or non-occurrence after the execution of the Underwriting
Agreement which makes it illegal or commercially impossible for the Lead Manager to satisfy a material
obligation under the Underwriting Agreement or to market, promote or settle the offer of Placement
Shares, or that causes the Lead Manager to delay satisfying a material obligation under the
Underwriting Agreement;
• (material adverse change) there is a material adverse change in the status of the material exploration
or mining licences of the Company;
• (defective cleansing notice) an obligation arises on the Company to give the ASX a notice in
accordance section 708A(9) of the Corporations Act;
• (director or executive events) a director or the company secretary and CFO of the Company:
o is charged with an indictable offence relating to any financial or corporate matter, or
fraudulent or misleading or deceptive conduct, or any regulatory body or government
agency commences any public action against a director in his or her capacity as a director of
the Company or announces that it intends to take any such action; or
o is disqualified from managing a corporation under sections 206B, 206C, 206D, 206E, 206EA,
206F or 206G(5) of the Corporations Act,
and any of the following events where the Lead Manager has reasonable and bona fide grounds to
believe, and does believe, that the event has, or is likely to have, a material adverse effect on the success
of, the ability of the Lead Manager to market or sub-underwrite, or the settlement of, the placement,
or the market price of the Company’s shares, or has given or could reasonably be expected to give rise
to a contravention by, or a liability of, the Lead Manager under any law or regulation:
• (timetable) any specified event in the timetable is delayed for 1 or more business days without the
prior written approval of the Lead Manager;
• (material contracts): any contract, deed or other agreement to which the Company is a party and
which is material to the making of an informed investment decision in relation to the placement is
terminated, rescinded, altered, amended or is subject to any waiver of any term without the prior
written consent of the Lead Manager or is found to be void or voidable;
• (banking moratorium) a general moratorium on commercial banking activities in any of Australia, New
Zealand, Brazil, Hong Kong, Singapore, Canada (British Columbia, Ontario and Quebec provinces only),
European Union (excluding Austria), Norway, Switzerland, the United Kingdom and the United States
(Permitted Jurisdictions) is declared by the relevant central banking authority in any of those countries
or there is a material disruption in commercial banking or security settlement or clearance services in
any of those countries;
• (securities market disruption) trading in all securities quoted or listed on the ASX, NZX, Hong Kong
Stock Exchange, the London Stock Exchange or the New York Stock Exchange is suspended or limited
in a material respect for one day (or a sustained and substantial part of one day) on which that
exchange is open for trading or a Level 3 "market wide circuit breaker" is implemented by the New York
Stock Exchange upon a 20% decrease against the prior day's closing value of the S&P500 Index only;

• (markets dislocation) there is an adverse change or disruption to financial, political or economic
conditions, currency exchange rates or controls or financial markets in any of the Permitted
Jurisdictions from those existing as at the date of the Underwriting Agreement, or any adverse change,
or development involving a prospective adverse change, in any of those conditions or markets;
• (Company changes without consent) without the prior written consent of the Lead Manager (such
consent not to be unreasonably withheld or delayed) there is an alteration in the composition of the
Company’s board of directors, or its constitution;
• (application) the Takeovers Panel makes a declaration of unacceptable circumstances in connection
with the placement (or any part of it) under section 657A of the Corporations Act;
• (hostilities) hostilities not existing at the date of the Underwriting Agreement commence (whether
war has been declared or not) or a major escalation in existing hostilities occurs (whether war has
been declared or not) involving any one or more of the Permitted Jurisdictions, any member of the
North Atlantic Treaty Organisation, Finland, Sweden, Russia, Ukraine, Israel, Palestine or Iran or a state
of emergency is declared by any of those countries or in any part of those countries (other than as
already declared prior to the date of the Underwriting Agreement), or a major escalation occurs in
relation to a previously declared state of emergency by any of those countries (or in respect of part of
any of those countries), or a major terrorist attack is perpetrated anywhere in the world;
• (breach) the Company fails to perform or observe any of its obligations under the Underwriting
Agreement or a representation or warranty made or given by the Company under the Underwriting
Agreement is breached or proves to be, or has been, or becomes, untrue or incorrect or misleading
or deceptive;
• (change of law) there is introduced into the Parliament of the Commonwealth of Australia or any
State or Territory of Australia a law or any new regulation is made under any law, or a government
agency adopts or announces a new policy (other than a law or policy which has been announced or
generally known before the date of the Underwriting Agreement); and
• (general non-compliance) the Company fails to comply with a provision of its constitution, the ASX
Listing Rules, the Corporations Act, applicable laws, or a requirement or order, made by or on behalf
of ASIC, ASX or any government agency.