Earnings release
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1 (ASX:VHM) Australian rare earths and mineral sands developer advancing a globally significant critical minerals resource in north-west Victoria. Board of Directors Ian Smith Non- Executive Chairman Ron Douglas Non- Executive Director Don Runge Non- Executive Director Maree Arnason Non- Executive Director Colin Moorhead Non- Executive Director Bronagh Freeman Company Secretary Registered Office Suite 1, Level 11, 330 Collins St Melbourne VIC 3000 Share Registry Automic Pty Ltd Suite 5, Level 12, 530 Collins St Melbourne VIC 3000 Capital Structure Ordinary Shares: 311,771,899 Options: 2,500,000 Performance Rights: 4,381,276 Investor Relations Andrew King Chief Executive Officer E: investor@vhmltd.com.au Ben McCormick Chief Financial Officer E: investor@vhmltd.com.au QUARTERLY ACTIVITIES REPORT For the period ended 30 September 2026 Highlights: Strategic partnership with Iluka: VHM announced a long-term strategic partnership with Iluka Resources Limited, including a binding offtake agreement for the Goschen Project’s Rare Earth concentrate (REC) and a A$40 million convertible note funding package. Non-binding HMC offtake term sheet with Mitsui: Post quarter end, VHM entered into a term sheet with Mitsui for the purchase of up to 65,000 tonnes per annum of Heavy Mineral Concentrate (HMC) from the Goschen Project. Definitive Feasibility Study (DFS) refresh: VHM has completed a comprehensive refresh of the Goschen DFS, confirming a financi ally strong and technically mature, fully permitted project with a clear pathway to funding, Final Investment Decision (FID) and construction. Drilling program completed : Finalisation of the drilling program increasing geological confidence and further de -risking the Goschen Project. Planning Scheme Amendment approval : VHM secured approval of the Planning Scheme Amendment, completing the final major approval required for the Goschen Project. KEY METRICS 5 Mtpa APPROVED PROCESSING CAPACITY $10.2M CASH AT QUARTER END 220 Mt TOTAL ORE RESERVE 890Mt TOTAL MINERAL RESOURCE NPV $807m
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2 OFFTAKE & PROJECT FUNDING Strategic partnership with Iluka – Future made in Australia VHM announced it had entered into a long term strategic partnership with Iluka Resources Limited comprising a binding offtake agreement for its Rare Earth Concentrate (REC) and a A$40 million convertible note funding package for the fully permitted Goschen Rare Earths and Mineral Sands Project. VHM will provide secure REC to Iluka’s Eneabba Rare Earths Refinery (“Eneabba”) which will be Australia’s first operating rare earths oxide refinery. This is a major milestone for VHM that materially strengthens the development pathway for Goschen, underpins value creation for shareholders and ad vances Goschen towards FID. The partnership is aligned with the Australian Government’s Critical Minerals Strategy which supports sovereign, value -added rare earths mining and processing capability in Australia. VHM remains in discussions with exp ort cred it agencies, including Export Finance Australia (EFA), around a senior debt facility. Key highlights: ▸ Strategic positioning supporting processing of critical minerals in Australia Dysprosium (Dy), Terbium (Tb) and Yttrium (Y) and light rare earths Neodymium (Nd) and Praesidium (Pr), to feed Eneabba, delivering an end -to-end sovereign Australian supply chain. The partnership establishes VHM as a cornerstone supplier of critical rare earth materials at a time of acute global demand for secure rare earth supply. ▸ Life of mine Rare Earths offtake secured A binding agreement for 100% of Goschen’s REC production provides bankable long term revenue certainty for the life of the current mining licence supplying (20 years and 5Mtpa). ▸ Early-stage, flexible cornerstone funding support Iluka to provide up to A$40 million investment via a two -tranche convertible note with tranche one priced at a premium to market, provides flexible, development capital while demonstrating strong third-party validation of Goschen’s quality and strategic importance. ▸ Material project de-risking and unlocking financing The combination of binding offtake and aligned funding materially reduces key project risks, enhancing credit attractiveness and significantly strengthening VHM’s position in ongoing discussions with export credit agencies and project financiers, accelerating the project towards FID. See ASX Release dated 2 July 2026 for the full announcement. Non- binding HMC offtake term sheet with Mitsui Post quarter end, VHM announced that it had agreed to a detailed non-binding term sheet with Mitsui & Co. Ltd., one of Japan’s leading global trading and investment organisations, for the purchase of HMC from VHM’s Goschen Project. Key highlights: ▸ Non-binding term sheet for the purchase of 50% of Goschen’s HMC production, up to 65,000 tonnes per annum ▸ Proposed initial offtake term of three years, with an option to extend for a further three years ▸ Term sheet builds on the previously announced Non -Binding Offtake Letter of Interest (LOI) with clearly defined key commercial terms ▸ Following the execution of the detailed non -binding term sheet, Mitsui and VHM are progressing a binding offtake agreement
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3 ▸ Pricing to be determined by an agreed market -linked formula referencing prevailing zircon and titanium dioxide prices, on a free on board (FOB) Australian port basis ▸ Mitsui may, at its discretion, and subject to due diligence, provide a trade finance facility to VHM with respect to the offtake agreement as previously announced in LOI ▸ VHM continues to progress discussions with Mitsui regarding increased offtake volumes, with the objective of securing commitments for up to 100% of the Goschen HMC production See ASX Release dated 12 October 2026 for the full announcement. PROJECT UPDATES DFS Refresh VHM has completed a comprehensive refresh of the Definitive Feasibility Study (DFS) for the Goschen Project. The refreshed DFS confirms a financially strong, technically mature project, with current market-tested costs, an integrated execution schedule, that is fully permitted and has a clear pathway to funding, Final Investment Decision (FID) and construction. Key highlights: ▸ Strong financial returns with a pre -tax, pre-corporate Net Present Value at 8% discount rate (NPV 8) of A$807 million, Internal Rate of Return (IRR) of 33% and payback of 3 years from commencement of commercial production ▸ Life-of-mine average annual revenue of A$326 million and EBITDA of A$146 million per annum before corporate costs ▸ Dual revenue streams support a unit operating cost of approximately US$7/kg Rare Earth Oxide (REO) after HMC credits ▸ Forecast Rare Earth Concentrate (REC) revenue applies the pricing and payability methodology in the binding Iluka offtake agreement, using independent Western rare ea rth price forecast where available. The payability methodology provides exposure to improving market conditions and pricing ▸ Life-of-mine average production includes approximately 115tpa of contained dysprosium and terbium and 990tpa of contained neodymium-praseodymium in rare earth concentrate ▸ Execution capital of A$283 million and total funding required of A$482 million, based on refreshed tenders, vendor quotations, mature engineering quantities, first principles estimates and package specific contingencies ▸ The 18-year, 5 Mtpa mine plan uses less than 50% of the global Ore Reserve and less than 12% of the Mineral Resource See ASX Release dated 21 September 2026 for the full announcement.
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4 Initial drill results increase Mineral Resource Estimate confidence VHM announced the completion of its 2026 aircore infill drilling program at the Goschen Project during the quarter. The initial results support the existing geological interpretation and provide increased confidence in the Mineral Resource Estimate (MRE). Key highlights: ▸ Completed a drilling program of 333 holes for 11,164 metres across Areas 1 and 3 between 20 March and 18 April 2026 ▸ Further de-risking of the Goschen Project by improving geological confidence, advancing mineral processing knowledge, generating offtake samples and supporting future MRE updates ▸ The twin-hole program returned mean Total Heavy Mineral (THM) grades 5.6% higher in Area 1 and 3.6% higher in Area 3 than the corresponding historical VHM drilling results, within the mineralised horizons See ASX Release dated 8 September 2026 for the full announcement. Project Implementation VHM has progressed the key project packages with tendering of the major packages completed, positioning the Project for the efficient award of key contracts following FID. This strategy is expected to minimise post- FID timelines, improve execution certainty and support the Project's critical path. Process Plant & onsite infrastructure Design, Supply and Construct tenders completed. Preferred contractor to be awarded on approval of FID. Raw water pipeline (Offsite infrastructure) Design & Construction tender completed with experienced contractors. Preferred contractor award on approval of FID. Offsite road upgrades Design & Construct tenders completed. Traffic Management Plans (TMP) and Environmental Management Plans (EMP) agreed with local councils. Preferred contractor award on approval of FID. REGULATORY APPROVALS Planning Scheme Amendment Approval During the quarter, VHM announced that the Planning Scheme Amendment (PSA) required for key Goschen Project infrastructure located outside the Mining Licence area had been approved by the Victorian Minister for Planning and gazetted. The PSA enables the development of critical off-site infrastructure, including road intersection upgrades and the raw water pipeline, and marks the final component of the Project’s Environmental Effects Statement (EES) assessment and approvals process. The PSA approval is the last major approval and complements the extensive suit e of approvals already secured for activities within the Mining Licence area. See ASX Release dated 4 September 2026 for the full announcement.
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5 Regulatory approval milestones KEY APPROVALS & MOU’S STATUS DATE MOU with Gannawarra Shire Council ✓ March 2023 MOU with Swan Hill Rural City Council ✓ May 2023 Victorian Minister for Planning – Public Exhibition Approval ✓ November 2023 Environment Effects Statement (EES) ✓ December 2024 Mining Licence ✓ April 2025 Environmental Protection & Biodiversity (EPBC) Act Approval ✓ September 2025 Cultural Heritage Management Plan ✓ October 2025 Work Plan ✓ November 2025 Biodiversity Management Plan ✓ March 2026 Planning Scheme Amendment ✓ September 2026 What we targeted in 2025/2026 What we delivered What comes next Secure key project approvals ✓ Key primary approvals secured Progress project towards construction Progress project planning and development ✓ Work Plan Approved Finalise construction planning and readiness Advance project infrastructure ✓ Planning Scheme Amendment Approved Progress infrastructure works Continue resource definition and exploration ✓ Drilling program completed Continue resource optimization and technical studies to finalise drilling results Progress offtake arrangements ✓ Iluka REC offtake agreement completed and advanced discussions for HMC offtake Finalise a binding offtake arrangement for the HMC Secure project funding ✓ Iluka convertible note funding package executed and well- advanced discussions with funding partners Finalise funding and financing arrangements for Final Investment Decision (FID) Build stakeholder and community relationships ✓ Continued engagement with local communities and First Nations stakeholders Maintain engagement through construction and operations
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6 Goschen project highlights ▸ Fully permitted to mine All major approvals secured, reducing regulatory risk and accelerating development timelines ▸ Strategic partnership with Iluka The recent announcement agreement with Iluka for 100% of Goschen’s REC production provides bankable long term revenue certainty for the life of the current mining licence supplying (20 years and 5Mtpa) as well as up to A$40m investment via convertible notes ▸ Dual revenue streams Rare earths and mineral sands product ion diversify income and enhance project resilience. REC includes both heavy (Dy, Tb) and light (Nd, PR) rare earths ▸ Simple, low-cost operation Straightforward mining and processing flowsheet designed for efficiency and cost competitiveness ▸ Proven technology Utilises established, commercially validated processes that minimises technical risk and enhances reliability ▸ Strategic location Situated in Victoria, Australia, a stable jurisdiction with strong infrastructure and proximity to transport and export routes ▸ Strong ESG profile Commitment to sustainable practices and community engagement, aligning with investor expectation CORPORATE ACTIVITIES Annual General Meeting The Annual General Meeting for Shareholders was held virtually on Monday, 19 October 2026. Funding update VHM continued to advance its comprehensive funding strategy for the Goschen Project during the quarter, with significant progress made across government-supported financing workstreams for debt, strategic investment and offtake. The Company remains actively engaged with a range of domestic and international funding counterparties, including export credit agencies, government funding bodies, strategic investors and commercial financiers. These activities build on the strong project fundamentals demonstrated by the recently refreshed Definitive Feasibility Study and are aimed at securing a funding package that supports the development of Goschen while maximising value for shareholders. FINANCE At quarter end the Company held $10.2 million cash. The Company’s unaudited quarterly cash flow report is disclosed in Appendix 5B.
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7 COMMUNITY During the quarter, VHM continued to strengthen its presence within the local community and advance stakeholder engagement initiatives. Key highlights included: ▸ Goschen Community Reference Group VHM have established our Goschen Community Reference Group (GCRG) with the first meeting held on 8 October 2026 . The GCRG has been established to provide two -way communication and consultation between VHM and its key stakeholders including neighbours, local community, businesses, local government agencies and authorities and the local councils. The GCRG is independently chaired. ▸ Suni Tafe – Mining Pathways Program VHM is proud to have supported a new Mining Pathways program delivered by SuniTAFE, in partnership with the Minerals Council of Australia and Resource Victoria, which is helping local people explore opportunities in the resources sector close to home. ▸ Kerang Careers Expo VHM attended the Kerang Careers Expo on 29 July 2026 which brought students, local organisations and businesses together to talk about the many career options available across the region. VHM’s Community and Engagement Manager, Brian Hansen , at the Regional Skills Showcase run by the Victorian Skills Authority (VSA) as part of the Mining Pathways with Megan Rapeport (VSA) and Wayne Ketchen (General Manager of Education Delivery at SuniTafe) VHM’s Community and Engagement Manager, Brian Hansen, at the Kerang Careers Expo with James Soraha n, Executive Director of the Mineral Council of Australia – Victoria Division
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8 This announcement has been approved by the VHM Limited Board of Directors. The Company provides the following information pursuant to ASX Listing Rule requirements: 1. ASX Listing Rule 5.3.1: Exploration and Evaluation Expenditure during the quarter was $ 1.5 million primarily comprising project permitting and Goschen engineering work as set out in this report. 2. ASX Listing Rule 5.3.2 : There were no substantive mining production and development activities during the quarter. 3. ASX Listing Rule 5.3.3: The mining, retention and exploration licences are set out in Appendix 1. The Company’s 100% interest in the licenses remain unchanged since the end of the last quarter. 4. ASX Listing Rule 5.3.5: Payment to related parties of the Company and their associates during the quarter as set out in Section 6.1 of the attached Appendix 5B relate to director salaries and fees in the quarter. Forward Looking Statements This document may contain certain forward-looking statements concerning VHM Limited. Forward -looking statements are not statements of historical fact and actual events and results may differ materially from those described in the forward -looking statements as a result of a variety of risk s, uncertainties, and other factors. Forward-looking statements are inherently subject to business, economic, competitive, political, and social uncertainties, and contingencies. Many factors could cause the Company’s actual results to differ materially from those expressed or implied in any forward-looking information provided by the Company, or on behalf of, the Company. Such factors include, among other things, risks relating to additional funding requirements, metal prices, exploration, development and operating risks, competition, production risks, regulatory restrictions, including environmental regulation and liability and potential title disputes. Forward-looking statements in this document are based on the company’s beliefs, opinions, and estimates of VHM Limited as of the dates the forward -looking statements are made, and no obligation is assumed to update forward looking statements if these beliefs, opinions, and estimates should change or to reflect other future developments. For Further Information Contact: Andrew King Chief Executive Officer E: investor@vhmltd.com.au Ben McCormick Chief Financial Officer E: investor@vhmltd.com.au
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9 Appendix 5B: Quarterly cashflow report Name of entity VHM Limited ABN Quarter ended (“current quarter”) ABN 58 601 004 102 30 September 2026 Consolidated statement of cash flows Current quarter $A’000 Year to date (3 months) $A’000 1. Cash flows from operating activities 1.1 Receipts from customers - - 1.2 Payments for evaluation a. exploration and evaluation - - b. development - - c. production - - d. staff costs (680) (680) e. administration and corporate costs (340) (340) 1.3 Dividends received (see note 3) - - 1.4 Interest received 90 90 1.5 Interest and other costs of finance paid (98) (98) 1.6 Income taxes paid - - 1.7 Government grants and tax incentives - - 1.8 Other (provide details if material) - - 1.9 Net cash from / (used in) operating activities (1,028) (1,028)
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10 2. Cash flows from investing activities 2.1 Payments to acquire or for: a. entities - - b. tenements - - c. property, plant and equipment (190) (190) d. exploration & evaluation (1,480) (1,480) e. investments - - f. other non-current assets - - 2.2 Proceeds from the disposal of: a. entities - - b. tenements - - c. property, plant and equipment - - d. investments - - e. other non-current assets - - 2.3 Cash flows from loans to other entities - - 2.4 Dividends received (see note 3) - - 2.5 Other (Research and development refund) - - 2.6 Net cash from / (used in) investing activities (1,670) (1,670) 3. Cash flows from financing activities 3.1 Proceeds from issues of equity securities (excluding convertible debt securities) - - 3.2 Proceeds from issue of convertible debt securities - - 3.3 Proceeds from exercise of options - - 3.4 Transaction costs related to issues of equity securities or convertible debt securities - - 3.5 Proceeds from borrowings - - 3.6 Repayment of borrowings (24) (24) 3.7 Transaction costs related to loans and borrowings - - 3.8 Dividends paid - - 3.9 Other – payment of lease liabilities (86) (86) 3.10 Net cash from / (used in) financing activities (110) (110)
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11 4. Net increase / (decrease) in cash and cash equivalents for the period 4.1 Cash and cash equivalents at beginning of period 13,056 13,056 4.2 Net cash from / (used in) operating activities (item 1.9 above) (1,028) (1,028) 4.3 Net cash from / (used in) investing activities (item 2.6 above) (1,670) (1,670) 4.4 Net cash from / (used in) financing activities (item 3.10 above) (110) (110) 4.5 Effect of movement in exchange rates on cash held - - 4.6 Cash and cash equivalents at end of period 10,248 10,248 5. Reconciliation of cash and cash equivalents at the end of the quarter (as shown in the consolidated statement of cash flows) to the related items in the accounts Current quarter $A’000 Previous quarter $A’000 5.1 Bank balances 1,348 1,536 5.2 Call deposits 8,900 11,520 5.3 Bank overdrafts - - 5.4 Other (Petty cash) - - 5.5 Cash and cash equivalents at end of quarter (should equal item 4.6 above) 10,248 13,056 6. Payments to related parties of the entity and their associates Current quarter $A’000 6.1 Aggregate amount of payments to related parties and their associates included in item 1 122 6.2 Aggregate amount of payments to related parties and their associates included in item 2 - Note: if any amounts are shown in items 6.1 or 6.2, your quarterly activity report must include a description of, and an explanation for, such payments.
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12 7. Financing facilities Note: the term “facility’ includes all forms of financing arrangements available to the entity. Add notes as necessary for an understanding of the sources of finance available to the entity. Total facility amount at quarter end $A’000 Amount drawn at quarter end $A’000 7.1 Loan facilities - - 7.2 Credit standby arrangements - - 7.3 Other (please specify) - - 7.4 Total financing facilities - - 7.5 Unused financing facilities available at quarter end - 7.6 Include in the box below a description of each facility above, including the lender, interest rate, maturity date and whether it is secured or unsecured. If any additional financing facilities have been entered into or are proposed to be entered into after quarter end, include a note providing details of those facilities as well.
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13 8. Estimated cash available for future operating activities $A’000 8.1 Net cash from / (used in) operating activities (item 1.9) (1,028) 8.2 (Payments for exploration & evaluation classified as investing activities) (item 2.1(d)) (1,480) 8.3 Total relevant outgoings (item 8.1 + item 8.2) (2,508) 8.4 Cash and cash equivalents at quarter end (item 4.6) 10,248 8.5 Unused finance facilities available at quarter end (item 7.5) - 8.6 Total available funding (item 8.4 + item 8.5) 10,248 8.7 Estimated quarters of funding available (item 8.6 divided by item 8.3) 4.09 Note: if the entity has reported positive relevant outgoings (i.e. a net cash inflow) in item 8.3, answer item 8.7 as “N/A”. Otherwise, a figure for the estimated quarters of funding available must be included in item 8.7. 8.8 If item 8.7 is less than 2 quarters, please provide answers to the following questions: 8.8.1 Does the entity expect that it will continue to have the current l evel of net operating cash flows for the time being and, if not, why not? Answer: N/A 8.8.2 Has the entity taken any steps, or does it propose to take any steps, to raise further cash to fund its operations and, if so, what are those steps and how likely does it believe that they will be successful? Answer: N/A 8.8.3 Does the entity expect to be able to continue its operations and to meet its business objectives and, if so, on what basis? Answer: N/A Note: where item 8.7 is less than 2 quarters, all of questions 8.8.1, 8.8.2 and 8.8.3 above must be answered. Compliance statement 1. This statement has been prepared in accordance with accounting standards and policies which comply with Listing Rule19.11A. 2. This statement gives a true and fair view of the matters disclosed. Date: 22 October 2026 Authorised by: VHM Limited Board of Directors (Name of body or officer authorising release – see note 4)
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14 Notes 1. This quarterly cash flow report and the accompanying activity report provide a basis for informing the market about the entity’s activities for the past quarter, how they have been financed and the effect this has had on its cash position. An entity that wishes to disclose additional information over and above the minimum requ ired under the Listing Rules is encouraged to do so. 2. If this quarterly cash flow report has been prepared in accordance with Australian Accounting Standards, the definitions in, and provisions of, AASB 6: Exploration for and Evaluation of Mineral Resources and AASB 107: Statement of Cash Flows apply to this report. If this quarterly cash flow report has been prepared in accordance with other accounting standards agreed by ASX pursuant to Listing Rule 19.11A, the corresponding equivalent standards apply to this report. 3. Dividends received may be classified either as cash flows from operating activities or cash flows from investing activities, depending on the accounting policy of the entity. 4. If this report has been authorised for release to the market by your board of directors, you can insert here: “By the board”. If it has been authorised for release to the market by a committee of your board of directors, you can insert here: “By the [name of board committee – e.g. Audit and Risk Committee ]”. If it has been authorised for release to the market by a disclosure committee, you can insert here: “By the Disclosure Committee”. 5. If this report has been authorised for release to the market by your board of directors and you wish to hold yourself out as complying w ith recommendation 4.2 of the ASX Corporate Governance Council’s Corporate Governance Principles and Recommendations, the board should have received a declaration from its CEO and CFO that, in their opinion, the financial records of the entity have been properly maintained, that this report complies with the appropriate accounting standards and gives a true and fair view of the cash flows of the entity, and that their opinion has been formed on the basis of a sound system of risk management and internal control which is operating effectively. 6. Note that owing to the periodic expense capitalisation process conducted, there may be variances in certain categories quarter on quarter.
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15 APPENDIX 1: TENEMENT SCHEDULE — 30 SEPTEMBER 2026 Licence Location Holder Project Status Area (km²) Granted Expires MIN 7256 NW Victoria VHM Ltd Goschen Current 15.4 10/04/2025 09/04/2045 RL 6806 NW Victoria VHM Ltd Goschen Current 296 10/01/2020 09/01/2027 EL 6419 NW Victoria VHM Ltd Cannie Current 443 18/05/2018 17/05/2028 EL 6664 NW Victoria VHM Ltd Cannie Current 618 18/06/2018 17/06/2028 EL 6666 NW Victoria VHM Ltd Nowie Current 447 18/06/2018 17/06/2028 EL 6769 NW Victoria VHM Ltd Exploration Current 1,041 27/08/2018 27/08/2028 TOTAL AREA 2,860.4 km²