Announcement PDF ASX:3DA ASX Announcement 11 February 2025 Completes A$22 Million Placement Fully Funded1 and Positioned for Commercialisation in FY2026 …………………………………………………………………………………………………………… ● Amaero successfully completed an institutional placement to raise A$22 million following strong support from existing cornerstone institutional investors as well as a new U.S-based institutional investor. ● Capital raising was fully subscribed by Pegasus Growth Capital, the Amaero Board, four lead institutional investors, and a new U.S-based institutional investor. Following the capital raise, Regal Funds Management and IFM Investors will join Pegasus Growth Capital and Fidelity International as substantial investors. ● The offer was priced at A$0.30 per share, a 10.4% discount to the last closing price and this Placement concludes a series of six strategic equity capital raises since May 2022, totalling A$98.5 million2. ● Post transaction pro forma cash balance of approximately A$41.5 million3, in addition to the recent A$37.8M loan from Export-Import Bank of the United States4, providing a strong balance sheet and fully funded position as Amaero transitions to commercialisation in FY2026.1 Amaero International Limited (ASX:3DA) (“Amaero” or the “Company”) is pleased to announce that it has successfully completed the bookbuild for an institutional placement (“Placement”) to raise approximately A$22 million. Hank J. Holland, Amaero’s Chairman and CEO, commented: “As we transition to commercialisation in FY2026, this equity capital raise concludes a series of strategic capital raises since May 2022 that have totalled approximately A$100 million. This financing satisfies the precedent condition in the recently announced EXIM Bank loan to complete capital raise prior to 1st loan draw and it fully funds the planned capital expenditures and operations through anticipated EBITDA breakeven in FY2026.1 This marks a significant milestone for Amaero. We are pleased that Regal Funds Management and IFM Investors will join Pegasus Growth Capital and Fidelity International as substantial investors and we are pleased to add a U.S. institutional investor. With the support of our stakeholders, we continue to focus on our strategic positioning as the largest capacity and most responsive U.S. domestic producer of C103, refractory, and specialty AM powders for additive manufacturing. And, our pioneering PM-HIP manufacturing of large near-net-shape parts provides an important substitute for castings and forgings. We have taken bold and deliberate action to address critical gaps in the United States’ supply chain and to create a more resilient and more scalable domestic manufacturing capability for mission-critical defense, space and aerospace applications. Our strong balance sheet, first mover advantage and differentiated capability, coupled with the United States’ priority initiatives to re-shore, re-build and scale industrial base capabilities creates an enduring long-term opportunity for Amaero and its shareholders.” 1 Amaero is fully funded as assessed against planned capital expenditures and operations until anticipated EBITDA break even in FY2026. For further details regarding these planned capital expenditures and operations, refer to slide 20 of the September 2024 Capital Raise Investor Presentation announced to market on 17 September 2024. 2 Total equity raising of A$98.5 million, including the February 2025 Placement (A$22.0M). 3 ‘Post transaction pro forma cash balance’ comprises cash balance (A$19.5M) as at 31 December 2024 plus gross proceeds (A$22.0M) from the Placement. Assumes shareholder approval is received for the conditional component of the Placement (A$1.5M) 4 ASX Announcement, “Amaero Secures A$38 Million Loan from Export-Import Bank”, 9 January 2025. This loan remains subject to drawdown. 1 ASX:3DA ASX Announcement 11 February 2025 Summary of Placement The Company will issue approximately 73.3 million new fully paid ordinary shares (“New Shares”) to eligible sophisticated, professional and institutional investors at a price of A$0.30 per New Share (“Placement Price”). Following completion of the Placement, New Shares under the Placement represents 11.9% of Amaero’s existing issued capital and will be issued as follows: • an unconditional component of approximately A$20.5 million fully committed proceeds and 68.3 million New Shares will be issued pursuant to the Company’s existing placement capacity under ASX Listing Rules 7.1 and 7.1A (“Tranche 1”); and • a conditional component of approximately A$1.5 million fully committed proceeds and 5.0 million New Shares to be issued, subject to shareholder approval in accordance with ASX Listing Rules 7.1, 7.1A and 10.11 (“Tranche 2”). A Notice of General Meeting will be sent to shareholders shortly. The Placement Price of $0.30 per New Share represents a: • 10.4% discount to the last closing price of A$0.335 on 6 February 2025; • 10.5% discount to the 5-day Volume Weighted Average Price (“VWAP”) of A$0.335 on and including 6 February 2025; and • 9.6% discount to the 15-day VWAP of A$0.332 on and including 6 February 2025. New Shares issued under the Placement will rank pari passu with existing fully paid ordinary shares on issue. The Placement is not underwritten. Curran & Co acted as Sole Lead Manager and Sole Book Runner to the Placement and Gilbert + Tobin acted as Australian Legal Advisor to the Company. Use of Placement Proceeds The Company proposes to use the proceeds of the Placement as follows: Item Amount Capital Equipment Purchases A$10.5m Fit Out and Improvements to Tennessee Facility A$10.4m Offer Costs A$1.1m TOTAL A$22.0m Note: This is a statement of current intentions only at the date of this announcement and Amaero reserves the right to change the funding allocations across categories, subject to market requirements. 2 ASX:3DA ASX Announcement 11 February 2025 Placement Timetable Event Date Announcement of the Placement Tuesday 11 February 2025 Settlement of New Shares under Tranche 1 Friday 14 February 2025 Allotment of New Shares under Tranche 1 Monday 17 February 2025 Anticipated date of dispatch of Notice of General Meeting Friday 28 February 2025 Anticipated date of General Meeting seeking approval of Tranche 2 Tuesday 1 April 2025 Settlement of New Shares under Tranche 2* Thursday 3 April 2025 Allotment of New Shares under Tranche 2* Friday 4 April 2025 *Subject to shareholder approval being obtained at the General Meeting Note: The above timetable is indicative and subject to change. The commencement of trading and quotation of any New Shares issued under the Placement is subject to confirmation from ASX. Subject to the requirements of the Corporations Act, the ASX Listing Rules and other applicable rules, Amaero reserves the right to amend this timetable at any time. This announcement has been authorised for release by the Chairman and CEO. For further information, please contact: Amaero International Limited Hank J. Holland Chairman and CEO hank.holland@amaeroinc.com Media & Investor Enquiries in Australia Jane Morgan Director jm@janemorganmanagement.com.au Media & Investor Enquiries in United States Chris Donovan MZ Group amaero@mzgroup.us 3 ASX:3DA ASX Announcement 11 February 2025 Not an offer of securities This announcement has been prepared for publication in Australia and may not be released to US wire services or distributed in the United States. This announcement does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United States or any other jurisdiction. Any securities described in this announcement have not been, and will not be, registered under the US Securities Act of 1933 and may not be offered or sold in the United States except in transactions exempt from, or not subject to, the registration requirements of the US Securities Act and applicable US state securities laws. About Amaero Amaero International Limited (ASX:3DA) is an ASX-listed company with manufacturing and corporate headquarters located in Tennessee, U.S. Amaero is a leading U.S. domestic producer of high-value C103, refractory alloy, and titanium powders for additive and advanced manufacturing of components utilised by the defense, space, and aviation industries. The technical and manufacturing team brings decades of experience and know-how with pioneering work in gas atomization of refractory and titanium alloys. The Company has commissioned advanced gas atomization technology with an industry leading yield of AM powder. The Company is also a leader in PM-HIP (Powder Metallurgy Hot Isostatic Pressing) manufacturing of large, nearnet-shape powder metallurgy parts with forged-equivalent material properties and microstructure for a variety of alloys. PM-HIP manufacturing is helping alleviate the strained domestic supply chain for large scale castings and forgings. For more information Follow us on X Subscribe on our YouTube Follow us on LinkedIn Subscribe to our mailing list to receive updates Visit our investor website: https://www.amaeroinc.com 4