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Orion announces Share Placement, Loan Conversions and SPP
Orion Minerals Limited
Incorporated in the Commonwealth of Australia
Australian Company Number 098 939 274
ASX share code: ORN
JSE share code: ORN
ISIN: AU000000ORN1
Orion announces Share Placement, Loan Conversions and SPP
• Capital raising comprising the issue of approximately 522 million Shares at an issue price of 1.1 cents per
Share (ZAR13 cents)1 (Placement Price) to raise a total of ~A$5.8 million (~ZAR67 million)2:
• Firm commitments received for a Placement to sophisticated and professional investors comprising
the issue of approximately 289 million Shares at the Placement Price to raise ~A$3.3 million (~ZAR37
million).
• Tarney Holdings (an entity associated with Chairman, Denis Waddell) has also agreed to subscribe
for ~A$0.5 million worth of Shares (subject to shareholder approval) at a deemed issue price per
Share that is the same as the Placement Price to convert amounts outstanding (including interest)
under the unsecured loan agreement provided by Tarney Holdings in June 2025.
• Long term supportive shareholder Ratel Growth (a company of which previous Director Mr Thomas
Borman is the controlling shareholder) has agreed to subscribe for ~A$2.1 million worth of Shares at
a deemed issue price per Share that is the same as the Placement Price to convert the total amount
outstanding (including interest) under the unsecured loan agreement provided by Ratel Growth in
April 2025.
• Share Purchase Plan to be offered to provide eligible shareholders with the opportunity to subscribe for
up to $30,000 (or ~ZAR355,000) worth of new Shares at the Placement Price to raise up to A$4 million.
• Funds raised from the Placement and Share Purchase Plan to be used principally to partially fund the
development of the Uppers at the Prieska Copper Zinc Mine (PCZM), including ongoing dewatering and
site works; for mine development optimisation studies and ongoing site works at the Okiep Copper
Project; and for general working capital purposes, including work associated with finalisation of off-take
related funding for the development of PCZM.
Placement and Share Purchase Plan – overview
Orion Minerals Limited (ASX/JSE: ORN) (Orion or the Company) is pleased to announce that it has secured firm
commitments for a Placement of new fully paid ordinary shares (Shares) to sophisticated and professional
investors and loan conversions for a total of ~A$5.8 million (~ZAR67 million). Approximately 522 million Shares
will be issued under the Placement and loan conversions, at an issue price (or deemed issue price, as
applicable) of 1.1 cents per Share (ZAR13 cents) (Placement Price).
The Company also proposes to offer a Share Purchase Plan (SPP) to existing eligible shareholders, to provide
them with an opportunity to subscribe for up to A$30,000 (or ~ZAR355,000) worth of Shares at the same offer
price as Shares issued under the Placement.
Further details regarding the Placement, loan conversions and SPP are set out below.
1 Based on an AUD:ZAR exchange rate of ~11.8. All references to the ZAR issue price under the Placement and the SPP are based on
this exchange rate.
2 All references to the aggregate amounts to be raised under the Placement are based on an AUD:ZAR exchange rate of ~11.5.
Placement Details
As noted above, Orion has conducted the Placement, securing commitments for the issue of 289 million
Shares to sophisticated and professional investors at an issue price of 1.1 cents (ZAR13 cents) per Share to raise
approximately $3.3 million.
The Shares to be issued pursuant to the Placement do not require shareholder approval under the ASX Listing
Rules as they will be issued pursuant to the Company's placement capacity under ASX Listing Rule 7.1.
However, ratification of the issue will be sought from shareholders at the General Meeting for the issue of
Shares pursuant to ASX Listing Rule 7.4 to allow for future equity fundraising flexibility.
The Placement is expected to be completed on or around 14 July 2025.
Orion has been supported in South Africa by a local advisor, Webb Street Capital.
Repayment of loans
In connection with the Placement, Tarney Holdings Pty Ltd (Tarney Holdings) (an entity associated with Orion's
Chairman, Mr Denis Waddell) and Ratel Growth Pty Ltd (Ratel Growth) (a company associated with former
director Mr Borman)3 (which have provided loans to the Company over the course of 2025) have agreed to
subscribe for Shares at a deemed issue price that is the same as the Placement Price, with the subscription
price payable by Tarney Holdings and Ratel Growth to be set-off against amounts outstanding under those
loan arrangements. Further details are below.
Tarney Holdings Loan Facility
In June 2025, Orion announced that Tarney Holdings, a company of which Orion's Chairman, Mr Denis
Waddell is a director and shareholder, provided Orion with an unsecured A$0.5 million loan facility (Tarney
Loan). Tarney Holdings has agreed to subscribe for ~A$0.5 million worth of Shares at a deemed issue price
per Share that is the same as the Placement Price (being approximately 46 million Shares) (subject to
shareholder approval to be sought at a General Meeting proposed to be held in late August or early
September 2025 (General Meeting)).
The subscription price for such Shares will be set off against all amounts outstanding (including interest) under
the Tarney Loan, as repayment of the Tarney Loan in full.
Ratel Growth Loan Facility
In April 2025, Orion announced that Ratel Growth, a company of which former Orion director Mr Borman is
the controlling shareholder, continued its strong support of Orion by providing an unsecured A$2.0 million loan
facility (Ratel Loan). Under the terms of the Ratel Loan, the outstanding amount was agreed to be
automatically set off against amounts to be paid by Ratel Growth for the issue and allotment of Shares to
Ratel Growth under any capital raising undertaken by Orion.
Ratel Growth has subscribed for ~A$2.1 million worth Shares at a deemed issue price per Share that is the
same as the Placement Price (being approximately 186 million Shares), with the subscription price for such
Shares to be set-off against the Ratel Loan outstanding amount, as repayment of the Ratel Loan in full.
Share Purchase Plan
In addition to the Placement, Orion is pleased to announce a SPP to provide existing eligible shareholders an
opportunity to increase their shareholding and subscribe for up to A$30,000 (or ~ZAR355,000) worth of Shares
in the Company at the same offer price as the Shares issued under the Placement (1.1 cents per Share (being
ZAR13 cents)).
The Company is proposing to offer existing eligible shareholders being those shareholders with a registered
address in Australia, New Zealand, South Africa, the European Union (Germany and Netherlands), Jersey
(Channel Islands), United Kingdom, Mauritius and Singapore that held Orion shares as at 7.00pm (Melbourne
3 From April 2019 to October 2023.
time) on 7 July 2025 (Record Date) (Eligible Shareholders) with the opportunity to purchase Shares under the
SPP. The application for SPP shares will be capped at the statutory maximum of A$30,000 (or ~ZAR355,000)
per Eligible Shareholder, across all holdings.
The Company is seeking to raise approximately A$4.0 million under the SPP, however the Board reserves the
right to determine the final amount raised under the SPP and may accept oversubscriptions or scale back
any application at Board's discretion.
Details of the SPP
The Company expects that the SPP will open for applications on 15 July 2025 (Orion is expecting to release
the SPP booklet to the ASX on this date) and is expected to close for applications at 7:00pm (Melbourne time)
on 5 August 2025.
Under the SPP, each Eligible Shareholder will be entitled to apply for parcels of new Shares from a minimum
parcel of A$170 (or ~ZAR2,000)4 up to a maximum of A$30,000 (or ~ZAR355,000) irrespective of their current
shareholding and without incurring brokerage or transaction costs. The issue price will be the same as the
Placement Price, which represents a 8.3% discount to the 3 July 2025 closing price of the Company's Shares
trading on the ASX and a 13.3% discount to the 3 July 2025 closing price of the Company's Shares trading on
the Johannesburg Stock Exchange (JSE).
SPP Important Dates1
Record Date (Melbourne time) 7:00pm on 7 July 2025
Share Purchase Plan offer opens (estimated) 15 July 2025
Share Purchase Plan offer closes (Melbourne time) 7:00pm on 5 August 2025
Share Purchase Plan allocation announcement and Scale-back (if any) 11 August 2025
Issue date for SPP Shares 12 August 2025
Quotation of new SPP Shares 13 August 2025
Dispatch of holding statements for SPP Shares 13 August 2025
1The timetable is indicative only and Orion may vary any of the above dates in its absolute discretion at any
time, subject to the Corporations Act 2001 (Cth), the ASX Listing Rules and other applicable laws, by lodging
a revised timetable with the ASX and the JSE. Orion reserves the right to close the SPP early or to accept late
applications, in its sole and absolute discretion, should it be considered necessary to do so, by making an
announcement to ASX. The commencement and quotation of Shares offered under the Placement or the
SPP is subject to confirmation from ASX.
Use of Funds
Orion intends to apply the funds raised from the Placement and SPP principally:
• to partially fund the development of the Upper of the Prieska Copper Zinc Mine, including ongoing
dewatering and site works;
• for mine development optimisation studies and ongoing site works at the Okiep Copper Project; and
• for general working capital purposes, including work associated with the finalisation of off-take related
funding for the development of PCZM.
General Meeting
The Company will seek the required shareholder approvals for the issue of Shares to Tarney Holdings at the
General Meeting.
4 Based on an AUD:ZAR exchange rate of ~11.8.
The Company will also seek shareholder ratification of the issue of Shares under the Placement and the issue
of Shares to Ratel Growth at the General Meeting to allow for future equity fundraising flexibility.
Appendix 3B filings for the proposed issue of Shares will follow this announcement.
Anthony Lennox, Managing Director and CEO said:
"This capital raising provides funding for Orion to continue with the work associated with the finalisation of the
funding package and prepare for early works for the development of the Uppers at PCZM, as announced in
the DFS in late March 2025. In addition, it allows for ongoing activities to progress toward the development of
the Okiep Copper Project.
"We are pleased that a number of our largest shareholders participated in the placement. We appreciate
their continued support, as we progress our transition to becoming a producing mining company in the near-
term."
For and on behalf of the Board.
Tony Lennox
Managing Director and CEO
8 July 2025
ENQUIRIES
Investors Media JSE Sponsor
Tony Lennox – Managing Director/CEO Nicholas Read Monique Martinez
Denis Waddell – Chairman Read Corporate, Australia Merchantec Capital
T: +61 (0) 3 8080 7170 T: +61 (0) 419 929 046 T: +27 (0) 11 325 6363
E: info@orionminerals.com.au E: nicholas@readcorporate.com.au E: monique.martinez@merchantec.com
Disclaimer
This release may include forward-looking statements. Such forward-looking statements may include, among other things,
statements regarding targets, estimates and assumptions in respect of metal production and prices, operating costs and
results, capital expenditures, mineral reserves and mineral resources and anticipated grades and recovery rates, and are
or may be based on assumptions and estimates related to future technical, economic, market, political, social and other
conditions. These forward-looking statements are based on management's expectations and beliefs concerning future
events. Forward-looking statements inherently involve subjective judgement and analysis and are necessarily subject to
risks, uncertainties and other factors, many of which are outside the control of Orion. Actual results and developments
may vary materially from those expressed in this release. Given these uncertainties, readers are cautioned not to place
undue reliance on such forward-looking statements. Orion makes no undertaking to subsequently update or revise the
forward-looking statements made in this release to reflect events or circumstances after the date of this release. All
information in respect of Exploration Results and other technical information should be read in conjunction with
Competent Person Statements in this release (where applicable). To the maximum extent permitted by law, Orion and
any of its related bodies corporate and affiliates and their officers, employees, agents, associates and advisers:
• disclaim any obligations or undertaking to release any updates or revisions to the information to reflect any change
in expectations or assumptions;
• do not make any representation or warranty, express or implied, as to the accuracy, reliability or completeness of
the information in this release, or likelihood of fulfilment of any forward-looking statement or any event or results
expressed or implied in any forward-looking statement; and
• disclaim all responsibility and liability for these forward-looking statements (including, without limitation, liability for
negligence).
Date: 08-07-2025 08:00:00
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