First AU Limited Grants 357 Million Performance Rights in Riverina East Gold Project Acquisition

Details of Performance Rights Issuance and Acquisition Structure

First AU Limited finalised the issuance of 357,147,557 unquoted performance rights on 24 July 2026 as part of its acquisition of Red Dirt Mining Pty Ltd. These performance rights represent a new class of securities that are not listed on the ASX and will remain unquoted. They form a portion of the agreed consideration for the transfer of the Riverina East Gold Project tenements held by Red Dirt Mining.

The acquisition structure utilises performance rights instead of ordinary shares or cash, providing flexibility in the consideration framework. The material terms of these performance rights were disclosed in an ASX document lodged on 29 June 2026. This approach is common among exploration companies to conserve cash while offering sellers incentive-based participation in the company’s future growth. All performance rights issued rank equally from their issue date.

Acquisition of Riverina East Gold Project and Tenement Control

Through acquiring Red Dirt Mining Pty Ltd, First AU Limited gains ownership of the Riverina East Gold Project tenements, expanding its gold exploration assets in Australia’s regional mining zones. The acquisition was first notified on 29 June 2026 via an Appendix 3B announcement, with the performance rights issuance on 24 July 2026 completing the equity component of the transaction. No further securities issuance is expected to finalise this acquisition.

The Riverina East tenements represent a promising exploration asset within established Australian gold-bearing regions. Ownership grants First AU direct exploration rights and potential development opportunities. The company did not provide additional details on mineral resources, exploration targets, or capital plans for the project in this update.

Non-Cash Consideration and Financial Implications

The use of performance rights instead of cash payments preserves First AU Limited’s working capital. No cash was exchanged for the 357,147,557 performance rights issued on 24 July 2026. This strategy supports capital conservation critical for exploration-stage companies while aligning sellers’ interests with First AU’s future success.

Performance rights typically vest or convert upon meeting specific milestones, but the company has not disclosed the exact vesting conditions or conversion triggers in this update. Investors are advised to review the detailed terms lodged with the ASX on 29 June 2026 for comprehensive information.

Impact on First AU Limited’s Capital Structure

Following this issuance, First AU Limited’s capital structure includes 3,635,927,525 ordinary fully paid shares (ASX:FAU) and multiple unquoted securities. These include 270,000,000 options expiring 1 July 2028 at A$0.02 exercise price, 20,000,000 options expiring 6 May 2027 at A$0.015, 20,000,000 options expiring 10 October 2027 at A$0.00455, and 29,046,447 options expiring 29 June 2028 at A$0.02.

The addition of the new performance rights increases the total unquoted securities outstanding, reflecting a typical capital structure for exploration companies that use various equity instruments to fund acquisitions and incentivise stakeholders. The dilution impact on existing shareholders depends on future vesting and conversion of these performance rights.

Gold Exploration and Development Strategy

First AU Limited’s acquisition of the Riverina East Gold Project underscores its strategic focus on building a robust gold exploration portfolio in Australia. Acquiring tenements through entities like Red Dirt Mining Pty Ltd allows targeted entry into geologically prospective areas. This acquisition aligns with ongoing global interest in precious metals exploration, especially within Australia’s well-regulated mining sectors.

The company has not disclosed exploration budgets, drilling plans, or timelines for advancing the Riverina East project. Future exploration programs could lead to resource definition and development opportunities.

Regulatory Compliance and ASX Disclosures

First AU Limited complied with ASX listing rules by lodging an Appendix 3G form to announce the unquoted performance rights issuance. The securities were correctly classified as performance rights under the "Other" security type, with all units ranking equally from the issue date. The announcement references the prior Appendix 3B notice dated 29 June 2026, ensuring transparency around the acquisition.

The Appendix 3G was lodged on 24 July 2026, consistent with ASX requirements for timely disclosure. A URL to the material terms document was provided to facilitate investor access to detailed vesting and conversion conditions.

Market Environment for Gold Exploration Acquisitions

First AU Limited’s acquisition occurs amid active expansion by junior and mid-tier exploration companies in Australia’s gold regions. The use of performance rights as acquisition consideration is common, enabling sellers to share in future growth while preserving buyer cash. This transaction positions First AU within industry norms for capital deployment in exploration.

The Riverina East tenements may attract investors seeking exposure to Australian gold exploration, although the company has not disclosed tenement size, proximity to known goldfields, or geological details. Investors should monitor future announcements for further project insights.

Performance Rights as Acquisition Consideration Mechanism

Performance rights are increasingly used in mining acquisitions to align sellers’ interests with post-acquisition performance without immediate dilution from ordinary share issuance. Vesting and conversion often depend on operational or financial milestones, incentivising successful asset integration.

First AU Limited’s choice to issue performance rights rather than cash or shares reflects prudent capital management while expanding its project portfolio. The future dilution impact depends on vesting conditions, which investors should review in the ASX disclosures.

Upcoming Milestones and Project Development Plans

Following completion of the acquisition on 24 July 2026, First AU Limited is expected to announce exploration programs, budgets, and schedules for the Riverina East Gold Project. Initial activities may include geological surveys, sampling, or drilling to advance project understanding.

The company has not provided specific timelines or resource targets. Investors should watch for quarterly reports and exploration updates for further details. Vesting of performance rights may also be linked to exploration milestones, though these were not disclosed in this update.