KINETIC DEV (01277) entered into a share subscription agreement and a bridge loan agreement with MC Mining.

KINETIC DEV (01277) announced that on August 13, 2026, the company entered into a share subscription agreement with MC Mining. This company is an indirect non-wholly-owned subsidiary of ours, duly incorporated and validly existing under Australian law, and its securities are listed on the JSE and ASX (ASX: MCM). According to the terms and conditions set forth in the share subscription agreement, our company has agreed to subscribe for and purchase, and MC Mining has agreed to issue and sell to our company: 38,295,836 shares (first tranche shares) at a price of $0.2089 per share. However, this price shall be adjusted in accordance with the ASX listing rules to reflect any events such as share splits, consolidations, bonus issues, or rights issues that occur after the date of this agreement (adjustment events). The total subscription price for the first tranche is $8 million; and 38,295,836 shares (second tranche shares) at a price of $0.2089 per share, with the price subject to adjustment based on the adjustment events, with a total subscription price of $8 million. To provide MC Mining with the necessary funds for its business operations and working capital needs before the first tranche closing, on the same day, our company entered into a bridge loan agreement with MC Mining. MC Mining has requested and our company has agreed to lend a total of $8 million to MC Mining (bridge loan). All amounts remaining unpaid under the bridge loan (excluding accrued interest, which must be paid in cash by MC Mining) will be used to offset the purchase price payable by MC Mining at the first tranche closing under the share subscription agreement. At the second tranche closing, our company shall pay the second tranche purchase price to MC Mining in cash and wire available funds to the bank account designated in writing by MC Mining.