Perpetual Resources Issues 52.36 Million Options Exercisable at $0.03 Through Prospectus

Context of the Offer

Perpetual Resources Limited (ASX, PEC), an exploration company focused on lithium and rare earth elements in Australia and Brazil, has issued a transaction-specific prospectus dated 29 August 2025. This move follows a recent placement that raised up to $1.6 million through the issue of approximately 72.7 million shares at $0.022 each. The prospectus facilitates the issue and trading of up to 36.36 million free-attaching Placement Options and 16 million Joint Lead Manager Options, exercisable at $0.03 and expiring at the end of 2027.

Purpose and Mechanics

The primary purpose of this offer is not to raise additional capital but to remove trading restrictions on options issued prior to the prospectus. These options were granted as part of the placement and as remuneration to the joint lead managers, GBA Capital and Evolution Capital. By issuing this prospectus, Perpetual Resources enables holders of these options to trade them freely on the ASX, subject to meeting listing requirements. The options are exercisable at a modest premium to the placement price, potentially providing the company with future capital inflows if exercised.

Strategic Implications

While the options themselves do not raise funds upfront, their potential exercise could inject approximately $1.57 million into the company, bolstering its cash reserves for ongoing exploration and development activities. The company’s projects, including the Igrejinha lithium project and the Raptor rare earths project in Brazil, remain at the exploration stage, with inherent risks outlined in the prospectus. The offer also reflects Perpetual’s strategy to maintain investor confidence and market liquidity following its recent capital raise.

Risk Considerations

The prospectus provides a comprehensive overview of risks, emphasizing the speculative nature of investing in exploration companies. Key risks include exploration uncertainty, sovereign and regulatory risks in Brazil, commodity price volatility, environmental compliance, and the need for future capital. The company acknowledges that its ability to secure further funding and successfully develop its projects is subject to many external factors beyond its control.

Market and Governance Details

The offer is not underwritten, and the directors have disclosed their shareholdings and remuneration, providing transparency to investors. The options will be listed on the ASX if quotation conditions are met, enhancing tradability. The offer is open exclusively to placement participants and joint lead managers, closing on 5 September 2025. Estimated costs of the offer are approximately $17,000, funded from existing cash reserves.