Novo Announces Proposed Private Placement

Executive Summary

• Novo Resources Corp. has engaged Canaccord Genuity (Australia) Limited and Alpine Capital Pty Ltd as lead managers to raise up to C$5.8 million (≈A$6.0 million) through a private placement of units and Chess Depository Interests (CDIs).
• Units will be priced at C$0.10 per share, each containing one share and half a warrant (exercise price C$0.15, 3‑year term); CDIs will be priced at A$0.105 with free‑attaching options offered on a 2‑for‑1 basis.
• Proceeds are earmarked for exploration drilling and reconnaissance in the Pilbara region of Western Australia and the Belltopper Gold Project in Victoria, plus general working capital.

Key Details

• Placement Size: Up to 59,100,000 units and/or CDIs; gross proceeds ≈ C$5.8 million (≈ A$6.0 million).
• Pricing:
• Units – C$0.10 per share (≈25% discount to TSX 5‑day VWAP).
• CDIs – A$0.105 per CDI (≈19.2% discount to last ASX closing price on 23 Feb 2026).
• Unit Composition: 1 Share + ½ Warrant; warrant exercise price C$0.15, expires 3 years from issue.
• CDI Structure: Issued via Chess Depository Nominees Pty Ltd; each CDI subscriber receives one free option for every two CDIs subscribed (option exercise price A$0.15, 3‑year expiry).
• Broker Options: Lead managers may receive up to 8,273,557 unlisted broker options to acquire CDIs at C$0.15, expiring 24 months from issue; subject to shareholder approval at the June 2026 AGM.
• Fees: Lead managers entitled to fees equal to 6% of placement proceeds.
• Hold Period: All securities issued are subject to a four‑month hold period from closing; CDIs cannot be converted into tradable shares in Canada until after this period.
• Use of Proceeds: Primarily for exploration activities (drilling, reconnaissance) at Pilbara projects and the Belltopper Gold Project, plus general working capital.
• Regulatory: Placement does not require shareholder approval in Australia or Canada; subject to TSX approvals and ASX prospectus filing for options.
• Trading Halt: Company currently under an ASX trading halt pending announcement of placement results; expected release before trading resumes on 26 Feb 2026.

Notable Quotes

(No executive quotes were included in the release.)