MKR

Debt Restructuring

Debt Issuance29 October 2025MKRMaterials

ASX Announcement
30 October 2025


ASX: MKR





Debt Restructuring


Manuka Resources Limited (ASX:MKR, “Manuka” or the “Company”) is pleased to announce

it has reached an agreement with Tennant Metals South Africa Proprietary Limited (“Tennant

Metals or TMSA”) to restructure its existing trade finance facility with the Company.


Highlights

• A$18.2M trade finance debt owed to Tennant Metals as at 30 September

2025 will be restructured as follows:

o A$6.4M will be converted to shares in Manuka, subject to shareholder

approval, at a share price of A$0.075 per share, being the same price

as the A$15M capital raising announced to the market via the ASX on

21 October 2025.

o US$3.0M (~A$4.6M) will be restructured as a subordinated debt facility

with a tenor of 2 years and an interest rate of 14% p.a.

o US$4.0M (~A$6.1M) will be restructured as a subordinated, working

capital facility able to be redrawn through mutual agreement, on the

same terms as the US$3.0M facility above.

o Balance of outstanding trade finance debt to be cancelled.

• The restructuring will result in a reduction in the Company’s cost of capital

that will free up cash for project development and exploration.

As consideration for the restructure, Tennant Metals will receive a once off capitalised fee of

2% on the US$3M term facility and, subject to shareholder approval if required, be issued

approximately 22.5M warrants with a strike price of 12 cents per share in the Company and with

an expiry date of 11 December 2026.


MKR Executive Chairman Dennis Karp commented:

“It is very encouraging to reach an agreement with our long-term lender and shareholder to

convert a portion of their debt into equity at a 50% premium to the current share price. This is a

great display of confidence in the value of the Company’s assets as a whole and in particular

our near-term precious metal production plans in the Cobar Basin that will see Manuka become

the largest primary producer of silver in Australia.”

Production Update

The Company has released a 10-year production plan based on its 100% owned silver and gold

assets located in the prolific Cobar Basin including the existing 1Mtpa processing plant located

at the Wonawinta Silver Mine. The plan comprises a 10.9Mt Production Target containing

19Moz Silver from Wonawinta Open Pits and ROM Stockpiles and 47koz Gold from the Mt

Boppy Open Pit and Wonawinta/Mt Boppy Stockpiles

1,2




1

ASX Release 30 May 2025

2

ASX Release 5 August 2025


Total pre-production capital costs are estimated to be A$18.9M (including 10% contingency)

with first production targeted in late Q1 2026. The production plan is forecast to generate

A$589M in project EBITDA and an NPV of A$349M

3

.



About Tennant Metals


Tennant Metals is a diversified metals trading and mining investment company with a strong

operational footprint across the African continent. TMSA forms part of a broader international

mining group with an established presence in Australia, holding strategic interests in

vanadium, precious metals, and chromite operations and processing.


This announcement has been approved for release by the Board of Directors of Manuka

Resources Limited.


For further information contact:


Dennis Karp Investor Relations

Executive Chairman James Moses

Manuka Resources Limited Mandate Corporate

Tel. +61 2 72532020 Tel: +61 420 991572




Compliance Statement


Information that relates to previously reported Mineral Resource Estimates. Production Targets

and Financial Forecasts are from the Company’s ASX announcements noted in the text of this

announcement and are available to view on the Company’s website. The Company confirms

that it is not aware of any new information or data that materially affects the information included

in the original announcements and that all material assumptions and technical parameters

underpinning the estimates in the relevant announcement continue to apply and have not

materially changed.


3

ASX Release 8 October 2025

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Appendix 3B - Proposed issue of securities
Appendix 3B - Proposed issue of securities

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Announcement Summary

Entity name

MANUKA RESOURCES LTD.

Announcement Type

New announcement

Date of this announcement

30/10/2025

The Proposed issue is:

Total number of +securities proposed to be issued for a placement or other type of issue

ASX +security code+Security description

Maximum Number of

+securities to be issued

New class-code to be

confirmed

Warrants expiring at 5pm (Sydney time) on 11 December

2026 and exercisable at $0.12.

22,500,000

MKRORDINARY FULLY PAID85,733,333

Proposed +issue date

5/12/2025

Refer to next page for full details of the announcement

A placement or other type of issue

Appendix 3B - Proposed issue of securities
Appendix 3B - Proposed issue of securities

2 / 6

Part 1 - Entity and announcement details

1.1 Name of +Entity

MANUKA RESOURCES LTD.

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

ACN

Registration Number

611963225

1.3 ASX issuer code

MKR

1.4 The announcement is

1.5 Date of this announcement

30/10/2025

1.6 The Proposed issue is:

A placement or other type of issue

New announcement

Appendix 3B - Proposed issue of securities
Appendix 3B - Proposed issue of securities

3 / 6

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?

7A.1a Conditions

Approval/Condition

+Security holder approval

Date for determination

27/11/2025

Is the date estimated or

actual?

** Approval

received/condition met?

No

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)?

Will the proposed issue of this

+security include an offer of

attaching +securities?

Details of +securities proposed to be issued

ASX +security code and description

MKR : ORDINARY FULLY PAID

Number of +securities proposed to be issued

85,733,333

Offer price details

Are the +securities proposed to be issued being issued for a cash

consideration?

Please describe the consideration being provided for the +securities

In consideration for the extinguishment of existing debt owned to Tennant Metals South Africa Proprietary Limited.

Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities

6,430,000.000000

Will these +securities rank equally in all respects from their issue date with

the existing issued +securities in that class?

No

Yes

Existing class

Actual

Yes

Appendix 3B - Proposed issue of securities
Appendix 3B - Proposed issue of securities

4 / 6

the existing issued +securities in that class?

Attaching +Security

Is the proposed attaching 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)?

Attaching +Security - New class (+securities in a class that is not yet quoted or recorded by ASX)

Details of attaching +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?

Will the entity be seeking quotation of the 'new' class of

+securities on ASX?

ASX +security code

New class-code to be confirmed

+Security description

Warrants expiring at 5pm (Sydney time) on 11 December

2026 and exercisable at $0.12.

+Security type

Options

Number of +securities proposed to be issued

22,500,000

Offer price details

Are the +securities proposed to be issued being issued for a cash consideration?

Please describe the consideration being provided for the +securities

In consideration for the extinguishment of existing debt owned to Tennant Metals South Africa Proprietary Limited.

Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities

6,430,000.000000

Will all the +securities issued in this class rank equally in all respects from their issue date?

Options details

+Security currency

AUD - Australian Dollar

Exercise price

AUD 0.1200

Expiry date

11/12/2026

Yes

No

No

No

New class

Yes

Appendix 3B - Proposed issue of securities
Appendix 3B - Proposed issue of securities

5 / 6

Details of the type of +security that will be issued if the option is exercised

MKR : ORDINARY FULLY PAID

Number of securities that will be issued if the option is exercised

22,500,000

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.

https://www.manukaresources.com.au/site/agm

Part 7C - Timetable

7C.1 Proposed +issue date

5/12/2025

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?

7D.1a Date of meeting or proposed meeting to approve the issue under listing rule 7.1

27/11/2025

7D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue?

7D.3 Will any of the +securities to be issued be +restricted securities for the purposes of the listing rules?

7D.4 Will any of the +securities to be issued be subject to +voluntary escrow?

Part 7E - Fees and expenses

7E.1 Will there be a lead manager or broker to the proposed issue?

7E.2 Is the proposed issue to be underwritten?

7E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed issue

Tennant Metals South Africa Proprietary Limited will receive a 2% refinancing fee of up to approximately US$60,000 on

the maturity date.

Part 7F - Further Information

7F.01 The purpose(s) for which the entity is issuing the securities

Extinguishment of existing debt owed by the Company to Tennant Metals South Africa Proprietary Limited

No

No

No

No

No

Yes

Appendix 3B - Proposed issue of securities
Appendix 3B - Proposed issue of securities

6 / 6

7F.1 Will the entity be changing its dividend/distribution policy if the proposed issue proceeds?

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)

No

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