Nova Announces Closing of US$3.3m NASDAQ IPO

Nova Minerals Limited (Nova or the Company) (ASX: NVA, NASDAQ: NVA, NVAWW OTC: NVAAF, FSE: QM3) is pleased to announce the closing of its underwritten US NASDAQ public offering today of 475,000 units, with each unit consisting of one American Depositary Share representing ordinary shares (“ADS”) and one warrant, with an ADS-to-ordinary-share ratio of 1 to 60, at a price to the public of US$6.92 per unit, for gross proceeds of approximately US$3.3m (AUD$4.9m) before deducting underwriting discounts and offering expenses.

Each whole warrant is exercisable for one ADS at an exercise price of US$7.266 per ADS, and will be immediately exercisable upon issuance for a period of five years following the date of issuance. In addition, Nova has granted the underwriters an option to purchase up to an additional 47,500 ADSs and/or an additional 47,500 warrants to cover over-allotments, if any until August 29, 2024.

The offering also included the purchase by the underwriters of 47,500 warrants in connection with the partial exercise by the underwriters of their over-allotment option.

The Company has issued a total of 28,500,000 ordinary fully paid shares to the depositary agent which will underlie the ADS.

The ADSs and warrants began trading on the Nasdaq Capital Market on July 24, 2024 under the symbols “NVA” and “NVAWW”, respectively.

Nova will also issue options (warrants) to the underwriters of the offer, as approved by shareholders at the general meeting held on 31 May 2024.

The Company intends to use the proceeds for resource and exploration field programs, feasibility studies, and general working capital.ThinkEquity is acting as sole book-running manager for the offering.

A registration statement on Form F-1 (File No. 333-278695) relating to the public offering was filed with the Securities and Exchange Commission (“SEC”) and became effective on July 23, 2024. This offering is being made only by means of a prospectus. Copies of the final prospectus may be obtained from ThinkEquity, 17 State Street, 41st Floor, New York, New York 10004.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

Nova CEO, Mr Christopher Gerteisen commented: “This marks a major milestone for the company and highlights the quality of our team who made it happen through countless hours of dedication and hard work. A US listing has been our goal for a long time as the logical next step with our flagship Estelle Gold Project being a North American asset and an increasing US investor base. Now it’s a reality, and we believe this can be a catalyst to create further shareholder value through increased exposure and liquidity available in the US market. The company is preparing a targeted drill program to commence shortly and continues with the critical technical studies required for the completion of a robust PFS as we progress along the path to production.”

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