Response to ASX Cleansing Notice Timing Letter
Released
Released
Announcement PDF
6 August 2025
Mr Alan Zhou
Senior Advisor, Listings Compliance 20
Bridge St
Sydney, NSW, 2000
Dear Mr Zhou,
Australian Rare Earths Limited (‘AR3’): Cleansing Notice Timing
In reference to your letter received 1 August 2025 Australian Rare Earths (ASX: AR3) make the following
comments:
1.
Does AR3 consider the information disclosed in the Announcement and in particular,
1.1 that AR3 has produced approximately 34kg of a Mixed Rare Earth Oxide intermediary
product from1,800 litres of Pregnant Leach Solution, produced from ~3 tonne heap leach
test work, which may have potential for scalable, cost-effective production;
1.2 that test work undertaken by AR3 achieved a 99% recovery of MRE through the
precipitation of a MREO by applying a batch continuous operation, using a cost-effective
reagent, magnesium oxide,
or any part thereof to be information that investors and their professional advisers would
reasonably require for the purpose of making an informed assessment of either:
1.3 the assets and liabilities, financial position and performance, profits and losses and
prospects of AR3; or
1.4 the rights and liabilities attaching to the relevant securities?
No
2.
If the answer to either limb of question 1 is “no”, please advise the basis for that view.
The announcement being referred to entitled “Koppamurra metallurgical test work
progressing well” (Announcement) was an interim progress update on substantively
previously disclosed scope of works being undertaken. Notably, this scope of works was
announced to the market on 17 July 2025, and 26 June 2025.
While the early test work results are encouraging, and should be viewed favourably by the
market, hence the Company marking the Announcement price sensitive. The Company
considers them indicative only, and not definitive. Accordingly, in the Company’s view, the
information does not materially affect its financial position, performance or prospects, nor
is it of a kind that investors or their professional advisers would reasonably require for the
purpose of making an informed assessment of either the Company’s financial position,
performance and prospects or the rights and liabilities attaching to its securities
The Company expects to make further progress updates periodically as the test work
continues and results are confirmed. The Company will continually assess the materiality of
these announcements in determining market sensitivity.
Australian Rare Earths, Level 10, 111 Gawler Place, Adelaide, SA, 5000
3.
Does AR3 consider the Announcement to include information for which it is reasonable for
investors and their professional advisers to expect to find in a disclosure document?
No
4.
If the answer to question 3 is “no”, please advise the basis for that view.
The Announcement provides an interim update on metallurgical test work forming part of a
broader testing program that has already been disclosed to the market (most recently on 26
June and 17 July 2025). The results released on 29 July 2025 remain preliminary and were
not finalised at the time the Cleansing Notice was issued on 28 July 2025.
The Company does not consider the information in the Announcement to be of the type
that investors or their professional advisers would reasonably expect to find in a disclosure
document for the purposes of section 708A(7) of the Corporations Act. While the early test
work results are encouraging, they are not definitive and do not, in the Company’s view,
materially affect the Company’s financial position, performance or prospects such that
inclusion in a disclosure document would be required.
5.
If the answer to question 3 is “yes”, please detail the information.
Not Applicable
6.
If the answer to either limb in question 1 is “yes”, when did AR3 first become aware of the relevant
information in the Announcement? In answering this question, please specify the date and time
when AR3 first became aware of the relevant information, and in particular,
6.1 that AR3 has produced approximately 34kg of a Mixed Rare Earth Oxide intermediary
product from 1,800 litres of Pregnant Leach Solution, produced from ~3 tonne heap leach
test work, which may have potential for scalable, cost-effective production;
6.2 that test work undertaken by AR3 achieved a 99% recovery of MRE through the
precipitation of a MREO by applying a batch continuous operation, using a cost-effective
reagent, magnesium oxide, or any part thereof.
Not Applicable
7.
If AR3 first became aware of the relevant information before lodging the Cleansing Notice on MAP,
was AR3relying on the provisions of Listing Rule 3.1A not to release the information before AR3
lodged the Announcement on MAP?
Not Applicable. The Cleansing Notice was released prior to the Company being in receipt of
the finalised technical material contained in the release. As JORC tables were incomplete
the Company was not in a position to obtain Competent Persons sign off.
8.
If AR3 first became aware of the information prior to the lodging of the Cleansing Notice on MAP,
please explain why the information was not set out in the Cleansing Notice pursuant to the Act?
Not Applicable
Australian Rare Earths, Level 10, 111 Gawler Place, Adelaide, SA, 5000
9.
Please confirm that AR3 is in compliance with the Listing Rules and, in particular, Listing Rule 3.1.
Confirmed
10. Please confirm that AR3’s responses to the questions above have been authorised and approved in
accordance with its published continuous disclosure policy or otherwise by its board.
This letter has been authorised for release by the Board of Australian Rare Earths Limited.
Mr Noel Whitcher
Company Secretary
Australian Rare Earths, Level 10, 111 Gawler Place, Adelaide, SA, 5000
1 August 2025
Reference: 111231
Mr Noel Whitcher
Company Secretary & CFO
Australian Rare Earths Limited
Level 10, 111 Gawler Place
Adelaide, SA 5000
By email only.
Dear Mr Whitcher
Australian Rare Earths Limited (‘AR3’): Cleansing Notice Timing
ASX refers to the following:
A. AR3’s announcement entitled ‘Cleansing Notice – Exercise of $0.10c Options’ released on the ASX Market
Announcements Platform (‘MAP’) at 10:33 AM on 28 July 2025 (the ‘Cleansing Notice’), disclosing amongst
other things:
As at the date of this notice, there is no information that is ‘excluded information’ within the meaning of
sections 708A(7) and 708A(8) of the Act
B. AR3’s announcement titled “Koppamurra metallurgical test work progressing well” (the ‘Announcement’)
released on MAP at 9:45 AM on 29 July 2025, marked as ‘Market Sensitive’, disclosing the following:
C.
1.1
that AR3 has produced approximately 34kg of a Mixed Rare Earth Oxide intermediary product from
1,800 liters of Pregnant Leach Solution, produced from ~3 tonne heap leach test work, which may
have potential for scalable, cost-effective production; and
1.2
that test work undertaken by AR3 achieved a 99% recovery of MRE through the precipitation of a
MREO by applying a batch continuous operation, using a cost-effective reagent, magnesium oxide.
Section 708A(7) of the Corporations Act 2001 (Cth) (the ‘Act’) which states:
For the purposes of subsection (6), excluded information is information:
(a) that has been excluded from a continuous disclosure notice in accordance with the listing rules of the
relevant market operator to whom that notice is required to be given; and
(b) that investors and their professional advisers would reasonably require for the purpose of making an
informed assessment of:
(i) the assets and liabilities, financial position and performance, profits and losses and prospects of
the body; or
(ii) the rights and liabilities attaching to the relevant securities.
D. The definition of ‘aware’ in Chapter 19 of the Listing Rules. This definition states that:
an entity becomes aware of information if, and as soon as, an officer of the entity (or, in the case of a
trust, an officer of the responsible entity) has, or ought reasonably to have, come into possession of the
information in the course of the performance of their duties as an officer of that entity.
Additionally, you should refer to section 4.4 in Guidance Note 8 Continuous Disclosure: Listing Rules 3.1 –
3.1B ‘When does an entity become aware of information?’.
ASX Limited [[Listings]]
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ASX Customer Service Centre 131 279 | asx.com.au
E. Listing Rule 3.1A, which sets out exceptions from the requirement to make immediate disclosure, provided
that each of the following are satisfied.
3.1A
Listing rule 3.1 does not apply to particular information while each of the following is satisfied in
relation to the information:
3.1A.1
One or more of the following 5 situations applies:
•
It would be a breach of a law to disclose the information;
•
The information concerns an incomplete proposal or negotiation;
•
The information comprises matters of supposition or is insufficiently
definite to warrant disclosure;
•
The information is generated for the internal management purposes of
the entity; or
•
The information is a trade secret; and
3.1A.2
The information is confidential and ASX has not formed the view that the
information has ceased to be confidential; and
3.1A.3
A reasonable person would not expect the information to be disclosed.
Request for information
Having regard to the above, ASX asks AR3 to respond separately to each of the following questions.
1. Does AR3 consider the information disclosed in the Announcement and in particular,
1.1
that AR3 has produced approximately 34kg of a Mixed Rare Earth Oxide intermediary product from
1,800 liters of Pregnant Leach Solution, produced from ~3 tonne heap leach test work, which may have
potential for scalable, cost-effective production;
1.2
that test work undertaken by AR3 achieved a 99% recovery of MRE through the precipitation of a
MREO by applying a batch continuous operation, using a cost-effective reagent, magnesium oxide,
or any part thereof to be information that investors and their professional advisers would reasonably require
for the purpose of making an informed assessment of either:
1.3
the assets and liabilities, financial position and performance, profits and losses and prospects of AR3;
or
1.4
the rights and liabilities attaching to the relevant securities?
2. If the answer to either limb of question 1 is “no”, please advise the basis for that view.
3. Does AR3 consider the Announcement to include information for which it is reasonable for investors and
their professional advisers to expect to find in a disclosure document?
4. If the answer to question 3 is “no”, please advise the basis for that view.
5. If the answer to question 3 is “yes”, please detail the information.
6. If the answer to either limb in question 1 is “yes”, when did AR3 first become aware of the relevant
information in the Announcement? In answering this question, please specify the date and time when AR3
first became aware of the relevant information, and in particular,
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6.1
that AR3 has produced approximately 34kg of a Mixed Rare Earth Oxide intermediary product from
1,800 liters of Pregnant Leach Solution, produced from ~3 tonne heap leach test work, which may have
potential for scalable, cost-effective production;
6.2
that test work undertaken by AR3 achieved a 99% recovery of MRE through the precipitation of a
MREO by applying a batch continuous operation, using a cost-effective reagent, magnesium oxide,
or any part thereof.
7. If AR3 first became aware of the relevant information before lodging the Cleansing Notice on MAP, was AR3
relying on the provisions of Listing Rule 3.1A not to release the information before AR3 lodged the
Announcement on MAP?
8. If AR3 first became aware of the information prior to the lodging of the Cleansing Notice on MAP, please
explain why the information was not set out in the Cleansing Notice pursuant to the Act?
9. Please confirm that AR3 is in compliance with the Listing Rules and, in particular, Listing Rule 3.1.
10. Please confirm that AR3’s responses to the questions above have been authorised and approved in
accordance with its published continuous disclosure policy or otherwise by its board or an officer of AR3 with
delegated authority from the board to respond to ASX on disclosure matters.
When and where to send your response
This request is made under Listing Rule 18.7. Your response is required as soon as reasonably possible and, in
any event, by no later than 11:00 AM AEST Wednesday, 6 August 2025.
You should note that if the information requested by this letter is information required to be given to ASX under
Listing Rule 3.1 and it does not fall within the exceptions mentioned in Listing Rule 3.1A, AR3’s obligation is to
disclose the information ‘immediately’. This may require the information to be disclosed before the deadline set
out above and may require AR3 to request a trading halt immediately if trading in AR3’s securities is not already
halted or suspended.
Your response should be sent by e-mail to ListingsComplianceSydney@asx.com.au. It should not be sent directly
to the ASX Market Announcements Office. This is to allow us to review your response to confirm that it is in a
form appropriate for release to the market, before it is published on the ASX Market Announcements Platform.
Suspension
If you are unable to respond to this letter by the time specified above, ASX will likely suspend trading in AR3’s
securities under Listing Rule 17.3.
Listing Rules 3.1 and 3.1A
In responding to this letter, you should have regard to AR3’s obligations under Listing Rules 3.1 and 3.1A and also
to Guidance Note 8 Continuous Disclosure: Listing Rules 3.1 – 3.1B. It should be noted that AR3’s obligation to
disclose information under Listing Rule 3.1 is not confined to, nor is it necessarily satisfied by, answering the
questions set out in this letter.
Release of correspondence between ASX and entity
We reserve the right to release all or any part of this letter, your reply and any other related correspondence
between us to the market under Listing Rule 18.7A. The usual course is for the correspondence to be released to
the market.
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Yours faithfully
ASX Compliance
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