QMines Ltd (ASX:QML) QIC Invests $1.5m to Fast-Track Mt Chambers Gold and Copper Project

20 April 2026

Price Sensitive Announcement $

Highlights:

• Strategic $15 million investment from QIC Critical Minerals and Battery Technology Fund (QCMBTF) to accelerate QMines Mt Chalmers copper and gold project.
• Attractive funding terms comprised of $5 million in equity and a further $10 million investment for a 2% NSR royalty.
• Royalty structure significantly reduces dilution for existing shareholders whilst accelerating Definitive Feasibility Study and removing near-term funding risk.
• The investment by QCMBTF follows a rigorous and comprehensive due diligence process, providing strong independent validation of the Mt Chalmers Project and its development potential.
• QCMBTF to become QMines’ largest shareholder, providing strong institutional backing, credibility and strategic support as the project moves towards production.

Overview:

QMines Limited (ASX:QML) has announced that it has entered into binding agreements with QBF No.1 Pty Ltd as trustee for the QIC Critical Minerals and Battery Technology Fund (QCMBTF), for a $15 million strategic investment to support the development of the Mt Chalmers copper and gold project in central Queensland. QCMBTF is managed by QIC (Queensland Investment Corporation).

The investment by QCMBTF will consist of:

• $5.0 million in cash, in consideration for the issue of 95,602,294 fully paid ordinary shares in QMines to QCMBTF at an issue price of $0.0523 per share (Equity Investment); and
• $10.0 million in cash, in consideration for QMines granting a 2% NSR royalty to QCMBTF
  (Royalty Investment).

Importantly, when combined with the Company’s existing cash reserves, the funding package is expected to fund QMines through completion of the Definitive Feasibility Study (DFS), FEED study and construction readiness to underpin the Final Investment Decision (FID), representing a major milestone in the Company’s transition toward production.

Key Terms of the Transaction

The transaction comprises a combination of an Equity Investment and Royalty Investment delivered under a suite of binding agreements including a Subscription Agreement, Royalty Deed and associated transaction documents.

The total funding package of $15 million is structured across two components, comprising a $5 million Equity Investment and a $10 million Royalty Investment.

Under the Subscription Agreement, QCMBTF will subscribe for $5 million of fully paid ordinary shares in QMines at an issue price equal to the volume weighted average price of QML shares over the 20 trading days immediately prior to, and excluding, 17 April 2026 (being $0.0523), positioning QCMBTF as the Company’s largest shareholder. The shares will rank equally with existing ordinary shares on issue and provide QCMBTF with direct exposure to QMines’ growth and development strategy, while strengthening the Company’s balance sheet and aligning QCMBTF with the long-term success of the business.

In parallel, QCMBTF will provide a $10 million royalty investment in exchange for a 2% Net Smelter Return (NSR) royalty. The royalty will be calculated on revenue derived from product sales, subject to standard allowable deductions such as treatment and refining costs. The royalty structure includes a defined cap, ensuring that QMines retains substantial long-term exposure to project cash flows and commodity price upside once the royalty obligation has been satisfied.

Proceeds from the transaction will be applied toward completion of the Mt Chalmers DFS, environmental approvals and permitting, continued drilling, and early-stage development activities. Importantly, when combined with the Company’s existing cash reserves, the funding package is expected to fully fund QMines through DFS completion and into FID, materially reducing funding risk at a critical stage of development.

QCMBTF will also receive customary investor rights, including the ability to appoint a non-voting observer to the QMines Board (subject to maintaining a certain shareholding threshold), ensuring appropriate oversight and information sharing while preserving governance independence.

In support of the royalty, QCMBTF will be granted security over the relevant project tenements, together with customary guarantees from QMines, aligning QCMBTF’s returns with project performance while remaining consistent with market practice for royalty-based funding structures.

Completion of the transactions remain subject to the satisfaction (or waiver) of customary conditions precedent.

Company Notes:

Executive Chairman, Andrew Sparke commented:
“We are excited to announce this truly transformational transaction for QMines and its shareholders. Securing $15 million in funding allows QMines to complete the Definitive Feasibility Study and places the Company in a very strong position to advance its historic Mt Chalmers copper and gold mine back into production.

The level of due diligence undertaken by QCMBTF has been extensive, and their decision to invest is a strong validation of the quality of the Mt Chalmers Project and its long-term development potential.

Importantly, the structure of this transaction significantly reduces dilution for our shareholders while de-risking the development pathway.

We are also very pleased to welcome QCMBTF as our largest shareholder. Their support brings institutional strength, credibility and long-term alignment as we execute on our strategy to
become a near-term copper and gold producer in Central Queensland. We would like to sincerely thank the QIC and Burnvoir Corporate Finance teams for their support of our Company and look forward to a long and fruitful relationship.”

Full ASX Announcement: https://hotcopper.com.au/documentembed?id=sC1D18q3MHQ4ga8wwAQ7OG0h0T2XZMObdozkBxoJ51hyZYX%2BCwmU%2BFpwtYdcgmiI