Celsius receives firm commitments for A$9.3 million via institutionally backed Placement

HIGHLIGHTS:

• Celsius has secured firm commitments for A$9.3 million through a strongly supported Placement at A$0.02 per share from new and existing shareholders, as well as institutional investors in Australia, Asia, North America and the UK.
  

• Demand for the Placement was in excess of the funds Celsius sought to raise.
  

• Strong institutional investor interest, at a 4.8% discount to the closing price on 20 February 2026 and a 0.02% discount to the 30-day VWAP, highlights the quality and scale of CLA’s Copper portfolio.
  

• Celsius also intends to reward existing shareholders with the issue of Bonus Loyalty Options based on one (1) option for every ten (10) shares held at a soon to be set record date, to be announced following completion of the Placement. The options will be on the same terms as those under the Placement Offer.
  

• Subject to shareholder approval, director and consultant participation amounts to $35,000, promoting shareholder alignment.
  

• The successful capital-raising strongly positions the Company to progress the development and financing of the flagship MCB project with A$10M+ in cash.

Celsius Resources (ASX, AIM: CLA) is pleased to announce it has secured firm commitments for A$9.3 million through a strongly supported Placement from new and existing shareholders, and institutional investors.

New shares have been subscribed for at a price of A$0.02 per share and issued with one free-attaching option for every 2 shares subscribed for at an exercise price of A$0.035 and expiring 3 years from the date of issue. Subject to meeting the ASX’s minimum quotation requirements, the options are intended to be quoted on the ASX.

The Placement will take place in two (2) tranches. The first will raise A$9.265 million through the issuance of 463,250,000 shares under ASX listing rule 7.1 and will settle on the 27th of February 2026, while the conditional second tranche of funding, which amounts to A$35,000 will be subject to shareholder approval at a General Meeting to be held in late March / early April 2026. This second tranche is comprised of Director and Consultant participation.

Following and subject to the completion of the Placement, Celsius intends to make a pro-rata non-renounceable offer to all eligible shareholders of the Company for one (1) option for every ten (10) shares held by eligible investors on a yet-to-be-set record date, on the same terms as the Placement Options. Further details on the offer of Bonus Loyalty Options will be provided by the Company in due course.

Use of Proceeds

• Funds raised will be used for corporate working capital purposes throughout 2026 including funds being available to contribute to fees payable to advisors and consultants to support the process of financing the Maalinao-Caigutan-Biyog (MCB) Project in The Philippines,
  

• The Company will also continue compliance activities for the MCB, Sagay and Botilao projects in The Philippines as required to maintain these projects and related permits in good standing whilst the MCB financing is delivered,
  

• Pursue mineralised extensions at the Botilao Copper-Gold project following the recent renewal of the exploration permit, and
  

• Fees associated with the Placement.

Celsius Interim Non-Executive Chairman, Peter Hume commented:

We are extremely pleased to have secured A$9.3 million in firm commitments, supported by existing shareholders and leading natural resources investors.

The strong demand reflects growing confidence in the quality of the MCB Copper-Gold Project and our broader copper portfolio. This raise strengthens our balance sheet and positions us to advance MCB financing, prepare for early project works and maintain compliance across our portfolio as we move toward final funding.

On behalf of the Board, I thank our shareholders for their continued support as we work to unlock long-term value from the MCB Project.

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