Announcement PDF Annual Report 2025 Ti Titanium 7.867 Mo Molybdenum 95.94 Nb Niobium 92.906 W 183.84 Re Rhenium 186.207 Tungsten Ta 180.948 Tantalum Annual Report 2025 Amaero Ltd ABN 82 633 541 634 Contents 2 Chairman and Chief Executive Officer’s Letter 6 Board of Directors 8 Key Management Personnel 10 Corporate Governance 12 Directors’ Report 34 Auditor’s Independence Declaration 36 Statement of Profit or Loss and Other Comprehensive Income 38 Statement of Financial Position 39 Statement of Changes in Equity 40 Statement of Cash Flows 41 Notes to the Financial Statements 75 Consolidated Entity Disclosure Statement 76 Directors’ Declaration 77 Independent Auditor’s Report 81 ASX Additional Information 84 Corporate Directory The highest-quality spherical powders and PM-HIP parts for the most demanding applications Amaero is a leading U.S. domestic producer of high value refractory and titanium alloy spherical powders & manufacturer of near-net-shape parts for mission critical components across defense, space, aviation, medical and industrials. 1 Annual Report 2025 Amaero Ltd Chairman and Chief Executive Officer’s Letter Dear shareholders, Over the 2025 financial year (“FY2025”), we have delivered a defining year of execution, establishing the foundation for Amaero’s next phase of commercial expansion. We have strategically advanced on every front – manufacturing, commercial partnerships, financial structure, leadership, and governance – while navigating short-term federal budget and tariff headwinds, the shift in Trump Administration policy has created a sense of urgency to re-industrialize with unified policies to re-shore, to re-build and to scale domestic sovereign manufacturing and supply chain capabilities that support the defense industrial base and dual-use manufacturing. 2 Amaero was built to address a fundamental gap in the United States’ manufacturing ecosystem – Amaero has moved boldly to commission the largest capacity and the lowest cost domestic production of refractory and titanium alloy spherical powders and to provide pioneering capabilities to manufacture large near-netshape components as an immediate and viable substitute to long lead time castings and forgings. In FY2025, we progressed from building our core capabilities toward demonstrating commercial traction and operational readiness. We enter FY2026 positioned as a leading U.S.-based supplier of refractory and titanium alloy powders, with the infrastructure and partnerships in place to capitalise on the reindustrialisation and reshoring imperative across the defense, aviation, space, medical and industrial sectors. Operational Milestones and Technical Advancements During FY2025, Amaero significantly expanded its manufacturing capabilities through the commissioning of its second Electrode Induction Melting Inert Gas Atomizer (“EIGA Premium”) in June 2025. This milestone followed the commissioning of our first EIGA Premium atomizer in June 2024 and now places Amaero at the forefront of U.S. production capacity for C103, refractory and titanium alloy powders. Our advanced atomizers are custom-designed to produce high quality spherical powders with exceptional yield, purity, and consistency – attributes critical for defense and aerospace-grade additive manufacturing. These assets, co-located at our 9,290 square metre (100,000 sq. ft) facility in McDonald, Tennessee, are core to our competitive edge. The third atomizer, already ordered, remains on schedule to be commissioned at the end of FY2026. Upon installation, this will further increase Amaero’s scalable throughput, ensuring that we remain agile and responsive to the growing demand from U.S. federal agencies, contractors, and commercial partners seeking fully traceable, secure and sustainable supply chains. Additionally, we completed a significant $28 million infrastructure improvement project at our Tennessee facility during the year, providing us with worldclass production capabilities and a platform for future scaling. We achieved AS9100D accreditation for both metal powder production and Powder Metallurgy Hot Isostatic Pressing (“PM-HIP”), validating our commitment to aerospace-grade quality and operational excellence. This accreditation has already supported customer qualification efforts and underpins our growing commercial pipeline. Our proprietary PM-HIP capabilities, which allow the manufacture of large, forged-equivalent parts with exceptional mechanical properties, continue to gain traction as a scalable alternative to traditional castings and forgings. With domestic U.S. supply chains for such components under considerable pressure, we see increasing opportunities to provide solutions that are faster, more costeffective, and strategically aligned. Commercialisation Progress and Customer Engagement FY2025 marked Amaero’s transition into initial commercial operations. Our June 2025 quarter revenue of $1.5 million was the highest in our history, underpinned by strong powder sales and increasing PM-HIP orders. 2025 financial year revenue grew to $3.8 million, reflecting progress in validating our technology with customers and building volume. The most notable commercial milestone of the year was the execution of a five-year, exclusive supply agreement with Velo3D, a leading U.S. additive manufacturing technology company. Under the agreement, Amaero will be the exclusive supplier of C103 and other refractory alloy powders and a preferred supplier for titanium alloy powders. Velo3D estimates revenue from this agreement is $35 million, with initial purchase orders including 500 kg of C103 powder to be shipped in Q1 FY2026 and 500 kg of Ti64 (or Ti-6AI-4V) powder to be shipped in Q1 FY2026. In addition to supplying powder, Velo3D will develop proprietary print parameters for Amaero’s materials across its printer suite, enabling deeper technical integration and streamlined qualification processes for end customers. This collaboration reinforces our role in high-performance additive manufacturing supply chains and validates the quality, traceability, and performance of Amaero’s powders. 3 Annual Report 2025 Amaero Ltd Chairman and Chief Executive Officer Report continued We also secured a three-year supply agreement with The Perryman Company for U.S.-melt titanium bar feedstock, ensuring a reliable and scalable source of raw material for our atomization processes. These agreements, along with ongoing discussions with aerospace primes, and defense integrators, provide a strong foundation for commercial scaling. Amaero now has visibility to approximately 80% of its planned revenue for the first half of FY2026, supported by long-term agreements and executed purchase orders. With our second atomizer commissioned and customer contracts in place, we are entering a new phase of operations with confidence and certainty. Financial Stewardship and Capital Structure Amaero’s capital position improved substantially during FY2025. We completed a $22 million twotranche institutional placement, with strong participation from existing cornerstone investors and a prominent new U.S.-based institutional investor. These proceeds were directed toward capital equipment purchases, working capital, and strategic investments in our Tennessee facility. Critically, we executed a US$22.8 million ($35 million) equipment financing loan with the ExportImport Bank of the United States (“EXIM”) – a strategic endorsement of our mission and our contribution to U.S. sovereign industrial capability. This facility is the first EXIM loan approved under the Make More In America initiative for the advanced materials and additive manufacturing sector. The loan offers attractive terms, including a fixed 5.43% interest rate, and provides funding for approximately 75% of our capital equipment requirements. 4 We completed the first draw of $5.4 million during the June quarter and expect to draw an additional $25.2 million during FY2026. The remaining draw will align with the delivery and commissioning schedule of our third atomizer and related manufacturing infrastructure. Amaero ended the 2025 financial year with $19.2 million in cash and $50.7 million in tangible assets, including inventory and equipment. We are fully funded for the remainder of our three-year capital plan through FY2026 and remain disciplined in our use of capital. Leadership, Governance and Team FY2025 saw further strengthening of our leadership team and governance structure to support our transition into full-scale commercial operations. In February 2025, Michael “Mick” Maher, a former senior leader at the Defense Advanced Research Projects Agency (“DARPA”), was promoted to Chief Strategy and Commercial Officer. Mick’s insights and relationships are instrumental as we engage with U.S. government customers and defense contractors. His leadership is already driving progress across strategic partnerships, contract negotiations, and commercialisation planning. We also welcomed Brett Paduch as Chief Financial Officer in July 2025. Brett brings strong credentials in financial planning, capital markets, and operational execution, with prior experience at private equity-backed businesses and large publicly listed companies. His appointment reflects our commitment to financial discipline and transparent capital allocation. During the period, we further enhanced the Board with the appointment of Alistair Cray as Non-Executive Director, bringing additional depth in strategy, governance, and capital markets. Alistair’s appointment followed the retirement of Lucy Robb Vujcic at the 2024 Annual General Meeting, and we thank Lucy for her contribution during a foundational period of Amaero’s journey. Outlook Amaero is uniquely positioned at the intersection of sovereign manufacturing, advanced materials innovation, and geopolitical realignment. The macro environment, including increased defense spending, geopolitical risks, and onshoring initiatives, has created a tailwind for high quality, U.S.-based production of advanced materials and critical additive manufacturing inputs. Our strategy remains clear – to scale manufacturing capacity, deepen customer integration, and transition from early-stage production into a reliable, commercial supply of powders and additive manufacturing components. We will continue to invest in quality systems, technical partnerships, and customer support as we expand across new programs and industries. As stated in our June 2025 Quarterly Activities Report and reaffirmed in the 13 August 2025 Financial and Commercial Update, the Company expects a significant step-up in revenue in FY2026, driven by strong contracted positions, and remains on track to achieve positive EBITDA in FY2027. We began the fiscal year with contracted revenue from longterm agreements and purchase orders equal to approximately 80% of planned revenue for 1H FY2026. Q1 FY2026 revenue is estimated at approximately A$5.5 million, representing a 550% increase over the prior-year period. On the commercial front, we are pleased to share that Amaero has continued to advance numerous commercial opportunities. Amaero received contracts from a U.S. Department of Defense Prime Contractor (“Defense Prime Contractor”) and collaborated closely over the past year. As culmination of the initial contracts, we expect to deliver First Article parts in September or October. First Article Qualification is an important step toward receiving a contract for production parts. The ongoing collaboration with the Defense Prime Contractor and the production of First Article parts further establishes PMHIP manufacturing as a mature technology that’s an immediate and viable substitute for large castings and forgings. The Company has recently commenced a development collaboration with The Boeing Company (“Boeing”). The collaboration leverages Amaero’s pioneering experience in PM-HIP manufacturing of large near-netshape parts and Boeing’s vast manufacturing and materials experience. As it relates to Amaero’s refractory and titanium powder business, we are pleased to share that we have orders from 14 different customers that will ship in Q1 FY2026. The orders include Niobium C103, pure Niobium, Tungsten (WHA), TZM and Titanium (Ti64). We have built a business two years ahead of where the industry is now headed. From our headquarters in Tennessee U.S., we are ideally situated to serve the nation’s accelerating demand for highpurity powders and advanced manufacturing solutions. Our vision – to create a resilient, secure, and scalable materials supply chain for defense, space and aviation sectors – is no longer aspirational, it is underway. As Amaero executes on its strategy, we are also considering other ways to improve Amaero’s ability to win new contracts in the United States and to benefit from the important connections our business has with the United States. As part of that, Amaero has begun considering the addition of a potential direct listing in the United States (as a foreign private issuer and without an accompanying capital raising) and is undertaking preparatory work with a view to achieving this within the next 12 months. In closing, I want to thank our shareholders, partners, and employees. Your ongoing support has enabled us to build something with real and enduring value – an enterprise that contributes to national capability, innovation, and economic security. The Amaero of today is vastly different than just 12 months ago. We have grown in capability, visibility, and momentum. As we enter FY2026, we do so not as a company aspiring to manufacture at scale, but as one that is already delivering – commissioning equipment, delivering product, and fulfilling contracts that directly support the future of U.S. industry and innovation. We are proud of what we’ve achieved. We are excited for what comes next. And we remain firmly committed to delivering exceptional value for our customers, our country, and our shareholders. Hank J. Holland Chairman and Chief Executive Officer Date: 18 August 2025 5 Annual Report 2025 Amaero Ltd Board of Directors Hank J. Holland Eric Bono Omer Granit Erik Levy Mr. Holland serves as Managing Partner of Pegasus Growth Capital (“Pegasus”), a U.S.‑ based private equity firm, where he oversees deal origination, transaction structure and investment execution, and leads the strategy and general management of the fund. With 35 years of experience in investment, finance and capital market management across public and private markets, he has successfully sourced, structured and led investments in earlystage growth businesses. In addition to Amaero, Holland has led successful investment in LogicSource, Inc. Eric Bono brings extensive experience and relationships in powder metallurgy, additive manufacturing, and near-net shape Hot Isostatic Pressing (HIP) manufacturing. Over the past 28 years, Eric has held leadership roles across technical and sales functions for various industry leaders, including 6K, Carpenter Technology, Puris, Summit Materials and Crucible Research. Omer Granit joined Amaero’s Board to assist with the Group’s global expansion and capital markets engagement. He began his career as a practicing attorney at White & Case in New York City, specializing in corporate and M&A groups. Omer later transitioned to finance, managing a multi-million dollar family office in London and serving as a Managing Director and senior member at Migdal Capital Markets, the asset management arm of the Migdal Group, where he was responsible for alternative investments. Based in New York City, Mr. Levy is an experienced director and investor who brings a depth of expertise in global capital markets, M&A and corporate strategy. He is Managing Partner of EnPar Capital and prior to that, he was a Founding Partner and Managing Director of BlackRock’s Direct Private Equity business. Chairman and Chief Executive Officer Executive Director and Chief Technology Officer Pegasus has led three capital raises for Amaero and owns approximately 28% of fully paid ordinary shares. On a fully converted, fully diluted basis, Pegasus ownership is approximately 42%. Holland has previously held senior roles at First Republic Investment Management, Merrill Lynch and Sanford C. Berstein. See pages 18 to 21 for further information 6 Non-Executive Director He is the co-founder and former co-CEO of the high-end co-working company, Mixer Global, and the managing partner and founder of West 4 Capital, a leading hedge fund registered in London under the FCA. Omer currently serves as a partner at EnPar Capital, a private investment firm based in New York. His previous positions include board directorships at the Monte Rosa Private Equity Fund, The Dragon Variation Fund, and the MGT hedge fund. Non-Executive Director Prior, he spent over 11 years with CPP Investment Board building the firm’s Direct Private Equity business and with Bain & Co prior to that. Over the years, he has served on numerous corporate boards including Skype, Informatica, Acelity, Suddenlink, etc. Robert Latta Jamie Levy Alistair Cray Robert “Bob” Latta was a Senior Partner at Wilson Sonsini Goodrich & Rosati, one of the U.S.’ leading technology and growth business law firms, from 1979 until 2019, and was Senior of Counsel at the firm from 2019 until his retirement in 2024. He served on the firm’s Executive, Policy, Compensation and WS Investments Committees during that time, and his practice covered a broad range of general corporate and transactional matters, including company formations, venture capital financings, public offerings, and mergers and acquisitions. Mr. Levy is a senior corporate lawyer and international business leader who has developed a unique combination of legal, commercial and advisory skills gained through working closely with some of the world’s leading investment organisations over 20+ years, both in the private and public sectors. Based in Brisbane, Mr. Cray is an experienced investor with a focus on fundamental, technical and macro analysis of small-cap ASX companies. As a high-net-worth investor and as one of Amaero’s largest shareholders, Mr. Cray provides a representative perspective for individual and high-net-worth (HNW) investors in Amaero. Presently, Jamie serves as Senior Advisor to the Abu Dhabi Investment Office (ADIO), the central government hub supporting private sector investment in the Emirate of Abu Dhabi. Jamie is also appointed by the United Arab Emirates to serve as an Advisory Board Member of the Australia UAE Business Council, with a focus on increasing bilateral trade and investment. Prior to joining ADIO, Jamie was a Corporate Law Partner in KPMG Law’s Sydney office, advising on corporate transactions, corporate governance and legal technology adoption. Mr. Cray was raised in greater London and began his investment career as a registered representative focused on London Stock Exchange listed companies. After years of competing at an international level in squash, he moved to Brisbane in 1989. As a self- made and self-taught entrepreneur, he established, acquired and built numerous real estate services businesses. Non-Executive Director Non-Executive Director Jamie spent over 8 years living and working in Abu Dhabi, and was General Counsel at Mubadala Investment Company, advising Aerospace, Defence, ICT, Private Equity and Healthcare business units, before returning to Sydney and taking up the position with KPMG. His formative legal years were spent at King & Wood Mallesons (Sydney) and New York Law firm, Debevoise & Plimpton (London) where he obtained significant experience in advising private equity fund sponsors and investors in relation to establishment and investment into private equity funds. Non-Executive Director 7 Annual Report 2025 Amaero Ltd Key Management Personnel Hank J. Holland Eric Bono Brett Paduch Mr. Holland serves as Managing Partner of Pegasus Growth Capital (“Pegasus”), a U.S.‑ based private equity firm, where he oversees deal origination, transaction structure and investment execution, and leads the strategy and general management of the fund. With 35 years of experience in investment, finance and capital market management across public and private markets, he has successfully sourced, structured and led investments in earlystage growth businesses. In addition to Amaero, Holland has led successful investment in LogicSource, Inc. Eric Bono brings extensive experience and relationships in powder metallurgy, additive manufacturing, and near-net shape Hot Isostatic Pressing (HIP) manufacturing. Over the past 28 years, Eric has held leadership roles across technical and sales functions for various industry leaders, including 6K, Carpenter Technology, Puris, Summit Materials and Crucible Research. Brett Paduch joined Amaero in July 2025. He is a seasoned finance executive with over two decades of experience leading high-performing teams across technology, industrial, and public accounting environments. He brings deep expertise in strategic financial planning, M&A transactions, revenue operations, and finance integration. Chairman and Chief Executive Officer Pegasus has led three capital raises for Amaero and owns approximately 28% of fully paid ordinary shares. On a fully converted, fully diluted basis, Pegasus ownership is approximately 42%. Holland has previously held senior roles at First Republic Investment Management, Merrill Lynch and Sanford C. Berstein. 8 President and Chief Technology Officer Chief Financial Officer Most recently, Brett served as Chief Financial Officer of a private equity-backed technology company, where he led a global finance organization spanning accounting, FP&A, treasury, licensing, and supply chain. Brett began his career at PwC, where he spent over a decade advising global clients across industrial and technology sectors, leading a significant IPO, spin-off, and multinational public company audit engagements in both the U.S. and Europe. He holds a B.S. in Business Administration with an Accounting Concentration from The Citadel, graduating summa cum laude. Mick Maher Jay Chandran Melissa Denton Mr. Michael ‘Mick’ Maher Joined Amaero as their Chief Strategy and Commercial Officer on January 2025. In this role he oversees the development and execution of the company’s revenue generating activities and strategic direction. Prior to joining Amaero, he founded Maher & Associates LLC in September 2016. Jay Chandran has strong operational and general manager experience with leading industrial companies, Consolidated Precision Products Corp. (CPP) and Precision Castparts Corp. (PCC). He has been the General Manager for highly complex castings operations with revenues of $550 million per annum, as well as managing the predevelopment, development, and commissioning of greenfield manufacturing operations. He has worked with end customers in the automotive and the aerospace & defence sectors. He received his Bachelor of Science in Production Engineering from Nagpur University and a Master of Science in Industrial Engineering from the University of Oklahoma. Melissa Denton has strong experience serves across human resources, benefit and compensation administration, talent acquisition, team building, workers compensation, training, orientation, on boarding, employee relations, and workers compensation.Prior to her work at Amaero, Ms. Denton was a HR business partner at Cleveland-Cliffs and Cannon Automotive Solutions as well as Director of Human Resources at Quantum Restaurants. Chief Strategy & Commercial Officer Mr. Maher has served on several corporate and technical advisory boards. These include: the National Academies’ National Materials and Manufacturing Board, and as the Chief Technology Officer and founder for the non-profit, Applied Science and Technology Organization of America (ASTRO). From 2011 to 2015, he was a Program Manager at the Defense Advanced Research Projects Agency (DARPA). Chief Operating Officer Chief Administrative Officer Mr. Maher came to DARPA from the Army Research Laboratory (ARL), where he was Chief of the Composite and Hybrid Materials Branch and Materials Applications Branch. Prior to his work at ARL, Mr. Maher served in various technology and managerial positions over a 20-year period in the private sector, including Martin Marietta, AAI, and DuPont. 9 Annual Report 2025 Amaero Ltd Corporate Governance Amaero and the Board are committed to achieving and demonstrating the highest standards of corporate governance. The Board is responsible for ensuring that the Company has an appropriate corporate governance framework to protect and enhance company performance and build sustainable value for shareholders. The Board of Directors has reviewed the Company’s corporate governance practices against the Corporate Governance Principles and Recommendations (4th edition) published by the ASX Corporate Governance Council. The Corporate Governance Statement is available on the company’s website at https://investorhub.amaero.com.au. 10 Contents 12 Directors’ Report 34 Auditor’s Independence Declaration 36 Statement of Profit or Loss and Other Comprehensive Income 38 Statement of Financial Position 39 Statement of Changes in Equity 40 Statement of Cash Flows 41 Notes to the Financial Statements 75 Consolidated Entity Disclosure Statement 76 Directors’ Declaration 77 Independent Auditor’s Report 11 Annual Report 2025 Amaero Ltd Directors’ Report 30 June 2025 The Directors present their report, together with the financial statements, on the consolidated entity (referred to hereafter as the ‘Group’) consisting of Amaero Ltd (referred to hereafter as the ‘Company’ or ‘parent entity’) and the entities it controlled at the end of, or during, the year ended 30 June 2025. DIRECTORS The following persons were Directors of Amaero Ltd during the whole of the financial year and up to the date of this report, unless otherwise stated: Mr Hank J Holland – Executive Director, Chairman and Chief Executive Officer Mr Eric Bono – Executive Director and Chief Technology Officer Mr Omer Granit – Non-Executive Director Mr Erik Levy – Non-Executive Director Mr Robert Latta – Non-Executive Director Mr Jamie Levy – Non-Executive Director Mr Alistair Cray - Non-Executive Director (appointed on 29 October 2024) Ms Lucy Robb Vujcic – Non-Executive Director (resigned on 29 October 2024) PRINCIPAL ACTIVITIES During the year, the principal continuing activities of the Group were primarily focused on producing high-value refractory, specialty alloy and Ti-64 powder for additive manufacturing (“AM”) of mission-critical components for the defence, space and aviation industries. Amaero’s strategic focus on specialty alloy production positions it at the intersection of national security and economic interests. Based in McDonald, TN, and using next generation Electrode Induction Melting Inert Gas Atomiser (EIGA Premium) technology, the Company will produce powder for powder bed fusion (“PBF”) applications utilized in AM. The Company also utilises Powder Metallurgy Hot Isostatic Pressing (PM-HIP) to produce custom near net shape parts for use in demanding, critical applications. Our collaborative HIP process combines our extensive knowledge of numerical modelling with the expertise of powder metallurgy. This allows us to produce premium quality parts for the defence, aerospace and oil and gas industries with precision and efficiency, helping alleviate the strained domestic supply chain for castings and forgings of large components. The Group provides applied engineering and commercialisation services in collaboration with aerospace, defence and other industries that utilise additive manufacturing. DIVIDENDS There were no dividends paid, recommended or declared during the current or previous financial year. 12 REVIEW OF OPERATIONS The loss for the Group after providing for income tax amounted to $24,434,935 (30 June 2024: $18,785,306). During the year, Group reported revenue of $3.8 million. This marks the first year with material commercial revenue. The revenue included approximately $2.4 million from powder sales and $1.4 million from Powder Metallurgy Hot Isostatic Pressing (“PM-HIP”) manufacturing. Capital raise activity During the 2025 fiscal year, Amaero successfully completed two capital raises totalling $47 million. In September 2024, the Company raised $25 million through a two-tranche placement (“Placement”) priced at $0.35 per New Share, resulting in the issuance of 71,428,571 new fully paid ordinary shares (Tranche 1 and Tranche 2) (‘New Shares’). Under Tranche 1 (unconditional component), 56,070,027 New Shares were issued under the Company’s existing placement capacity in accordance with ASX Listing Rules 7.1 and 7.1A raising a total sum of $19.6 million. Under Tranche 2 (conditional component), subject to shareholder approval which was received at the Annual General Meeting (“AGM”) on 29 October 2024 (in accordance with ASX Listing Rule 7.1), investors subscribed for an additional 15,358,544 New Shares, raising an additional total sum of $5.4 million. The Placement received strong support from existing cornerstone institutional investors, including Fidelity International who increased its substantial shareholding, as well as new Australian and international institutions. Net proceeds from the Placement will be primarily utilised to fund the purchase of capital equipment, including the atomizer and improvements to the Company’s headquarters in Tennessee. In February 2025, the Company raised $22 million through a two-tranche placement priced at $0.30 per New Share, resulting in the issuance of 73.3 million new fully paid ordinary shares (Tranche 1 and Tranche 2) (‘New Shares’). Under Tranche 1 (unconditional component), 68.3 million New Shares were issued under the Company’s exist