Rights Entitlement Offers Underwritten to $1.6M

GTI Energy Ltd (GTI or Company) is pleased to advise that existing shareholders will be offered the opportunity to participate in a non-renounceable pro-rata rights entitlement offer of one (1) new share for every five (5) existing Shares, held by those Shareholders registered at the relevant record date, at an issue price of $0.0045 per New Share to raise up to $2,294,952 (before costs), together with one (1) free attaching new option for every three (3) New Shares subscribed for and issued (Entitlement Issue Offer). Each new option will have an exercise price of $0.01 and entitle the holder to subscribe for one (1) new share before their expiry at 5:00 pm (WST), four (4) years from their date of issue (New Option).

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Shareholders will also be invited to apply for additional New Shares under the Shortfall Offer which will be allocated at the Company’s discretion in conjunction with the Lead Manager.

In addition, existing GTRO option holders will be offered one (1) New Option for every four (4) GTRO Options, owned on the relevant record date, at an issue price of $0.0005 per New Option to raise up to $57,798.39 (Priority Option Offer), with the issue of New Options under the Priority Option Offer subject to shareholder approval (the Entitlements Issue Offer and Priority Option Offer are together the Entitlement Offers).

Further details with respect to the Entitlement Offers are set out in a prospectus which has been lodged with ASIC and ASX today (Prospectus). The Prospectus also contains additional offers for options that are free attaching to placement shares (the placement having been announced on 19 June 2024) and options to be issued to CPS Capital Group Pty Ltd (CPS) which has acted as lead manager to the Entitlement Offers and Placement.

CPS has also agreed to partially underwrite the Entitlement Offers to $1,600,000. Pursuant to the underwriting agreement, the Company has agreed to pay CPS a fee of 6% on the amount raised under the Entitlement Issue Offers (plus GST) and the Company will also issue to CPS, or its nominee up to 336,663,139 New Options, being one (1) New Option for every three (3) Shares taken-up and/or placed in the Placement and Entitlement Issue Offer subject to Shareholder approval (Broker Options).

CPS or its nominee/s will also receive a 6% fee and 40,000,000 New Options for managing and placing the Placement securities (Lead Manager Options). CPS will receive a monthly corporate advisory fee of AUD$8,000.00 plus GST, per month, plus a one-off completion fee of $20,000, plus GST, upon completion of the Placement and Entitlement Offers. The Lead Manager and Broker Options will be issued subject to shareholder approval.

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