Announcement PDF Appendix 3B - Proposed issue of securities Announcement Summary Entity name NORFOLK METALS LIMITED Announcement Type New announcement Date of this announcement 31/3/2025 The Proposed issue is: A placement or other type of issue Total number of +securities proposed to be issued for a placement or other type of issue Maximum Number of +securities to be issued ASX +security code +Security description New class-code to be confirmed Performance Rights 25,000,000 NFL ORDINARY FULLY PAID 8,075,000 Proposed +issue date 19/5/2028 Refer to next page for full details of the announcement Appendix 3B - Proposed issue of securities 1/6 Appendix 3B - Proposed issue of securities Part 1 - Entity and announcement details 1.1 Name of +Entity NORFOLK METALS LIMITED 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 Registration Number ABN 38652438385 1.3 ASX issuer code NFL 1.4 The announcement is New announcement 1.5 Date of this announcement 31/3/2025 1.6 The Proposed issue is: A placement or other type of issue Appendix 3B - Proposed issue of securities 2/6 Appendix 3B - Proposed issue of securities 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? Yes 7A.1a Conditions Approval/Condition Date for determination +Security holder approval 14/5/2025 Is the date estimated or actual? ** Approval received/condition met? Estimated 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)? Existing class Will the proposed issue of this +security include an offer of attaching +securities? No Details of +securities proposed to be issued ASX +security code and description NFL : ORDINARY FULLY PAID Number of +securities proposed to be issued 8,075,000 Offer price details Are the +securities proposed to be issued being issued for a cash consideration? No Please describe the consideration being provided for the +securities On satisfying the Stage 1 Minimum Spend, Norfolk will be deemed to have acquired the Stage 1 Interest and agreed to acquire the Stage 2 Interest. To acquire the Stage 2 Interest, thereby acquiring 100% of the issued capital of Transcendentia, Appendix 3B - Proposed issue of securities 3/6 Appendix 3B - Proposed issue of securities Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities 807,500.000000 Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes 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)? New class Will the proposed issue of this +security include an offer of attaching +securities? No Details of +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? No Will the entity be seeking quotation of the 'new' class of +securities on ASX? No ASX +security code +Security description New class-code to be confirmed Performance Rights +Security type Performance shares/units Number of +securities proposed to be issued 25,000,000 Offer price details Are the +securities proposed to be issued being issued for a cash consideration? No Please describe the consideration being provided for the +securities On satisfying the Stage 1 Minimum Spend, Norfolk will be deemed to have acquired the Stage 1 Interest and agreed to acquire the Stage 2 Interest. To acquire the Stage 2 Interest, thereby acquiring 100% of the issued capital of Transcendentia, Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities Will all the +securities issued in this class rank equally in all respects from their issue date? Yes Appendix 3B - Proposed issue of securities 4/6 Appendix 3B - Proposed issue of securities Performance shares/units details +Security currency AUD - Australian Dollar Will there be +CDIs issued over the +securities? No Is it a partly paid class of +security? No Is it a stapled +security? No 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. Refer to the ASX announcement entitled 'Norfolk to earn-into Chilean copper project with significant oxide and sulphide resource potential' Part 7C - Timetable 7C.1 Proposed +issue date 19/5/2028 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? Yes 7D.1a Date of meeting or proposed meeting to approve the issue under listing rule 7.1 19/5/2028 7D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue? No 7D.3 Will any of the +securities to be issued be +restricted securities for the purposes of the listing rules? No 7D.4 Will any of the +securities to be issued be subject to +voluntary escrow? No Part 7E - Fees and expenses 7E.1 Will there be a lead manager or broker to the proposed issue? No 7E.2 Is the proposed issue to be underwritten? No 7E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed issue Appendix 3B - Proposed issue of securities 5/6 Appendix 3B - Proposed issue of securities Part 7F - Further Information 7F.01 The purpose(s) for which the entity is issuing the securities On satisfying the Stage 1 Minimum Spend, Norfolk will be deemed to have acquired the Stage 1 Interest and agreed to acquire the Stage 2 Interest. To acquire the Stage 2 Interest, thereby acquiring 100% of the issued capital of Transcendentia. 7F.1 Will the entity be changing its dividend/distribution policy if the proposed issue proceeds? No 7F.2 Any other information the entity wishes to provide about the proposed issue 25,000,000 performance rights on the following terms: (i) 5,000,000 Class A Performance Rights: vesting upon Transcendentia achieving a JORC compliant resource of > 100,000 tonnes copper (the cut off grade will be established by the technical committee and Norfolk at the time the mineral resource is reported); (ii) 5,000,000 Class B Performance Rights: vesting upon Transcendentia achieving a JORC compliant resource > 175,000 tonnes copper (the cut off grade will be established by the technical committee and Norfolk at the time the mineral resource is reported) and a Scoping Study (or PFS) that delivers a 20% internal rate of return; (iii) 5,000,000 Class C Performance Rights: vesting upon a Final Investment Decision in respect of the Project; and (iv) 10,000,000 Class D Performance Rights: vesting on commencement of commercial production at the Project. 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) Appendix 3B - Proposed issue of securities 6/6