Non-renounceable Rights Issue Prospectus

• Partially underwritten pro-rata non-renounceable rights offer to raise up to $34.9 million
• Offer of 5 new Shares for every 1 Share held, plus 1 free new Option for every 2 new Shares issued
• Minimum subscription of 1.53 billion Shares, subject to Shareholder approval

Wa Kaolin Ltd has announced a partially underwritten pro-rata non-renounceable rights offer to raise up to approximately $34.9 million. The offer includes:(i) A pro rata non-renounceable entitlement offer of up to approximately 3,490,892,095 Shares at an issue price of $0.01 per Share to Eligible Shareholders on the basis of five (5) new Shares for every one (1) Share held as at the Record Date, together with one (1) free new Option ($0.02 exercise price, expiring 30 April 2030) for every two (2) new Shares issued.(ii) An offer to Eligible Shareholders (and other investors) to apply for Shares and Attaching Options comprising Shortfall Securities not applied for and issued under the Offer.(iii) An offer of 40,000,000 Lead Manager Options (on the same terms as the Attaching Options) to Leeuwin Wealth Pty Ltd (Lead Manager) or its nominees.The Offer is partially underwritten as to $10.13 million by way of Debt Conversion by the Partial Underwriters and is subject to a minimum subscription of 1.53 billion Shares being subscribed for under the Offer/Shortfall Offer by the Offer Closing Date. The Offer is conditional on Shareholders approving the Offer at a Shareholders meeting to be held on Wednesday 29 April 2026.