This prospectus (Prospectus) is dated 11 February 2026. A copy of this Prospectus was lodged with the Australian Securities & Investments Commission (ASIC) on the same date. Neither ASIC nor ASX Limited (ASX) nor their respective officers take any responsibility as to the contents of this Prospectus. Subject to the Corporations Act 2001 (Cth) (Corporations Act), the ASX Listing Rules and other applicable laws, the Company reserves the right to close the Offers early, to extend the Closing Date, or not to proceed with the Offers (or any of them). The Offers close at 5.00pm (Melbourne time) on 16 February 2026, which date may change without notice.
This Prospectus contains the following offers of securities:
• 10,000,000 listed AQXO options (New Options) (exercise price of $0.008 (0.8 cents), expiry date of 30 June 2028 and which, upon exercise, entitle the holder to one fully paid ordinary share in the capital of the Company (Share)) (Note Offer). The Note Offer is only made to and capable of acceptance by recipients of the unsecured convertible notes as described in Section 1.2.
• Up to 160,000,034 New Options (Placement Offer). The Placement Offer is only made to and capable of acceptance by participants in the Placement as described in Section 1.3.
• 45,000,000 New Options to GBA Capital Pty Ltd (GBA) (and/or its nominee(s)) (Broker Offer). The Broker Offer is only made to and capable of acceptance by GBA (and/or its nominee(s)).
• An aggregate of 83,081,000 New Options to the directors of the Company (Directors) (and/or their respective nominee(s)) (Director Offer). The Director Offer is only made to and capable of acceptance by the Directors (and/or their respective nominee(s)).
• An aggregate of 31,155,000 New Options to unrelated personnel of the Company (and/or their nominee(s)) (Personnel Offer). The Personnel Offer is only made to and capable of acceptance by the unrelated personnel of the Company who are invited to participate in the Personnel Offer (and/or their respective nominee(s)).
• 100 Shares at an issue price of $0.004 (0.4 cents) (Share Offer). The Share Offer is only made to and capable of acceptance by invitees determined by the Company who receive an application form to participate in the Share Offer.
The Note Offer, Placement Offer, Broker Offer, Director Offer, Personnel Offer and Share Offer are collectively referred to in this Prospectus as the Offers.
The Offers close at 5.00pm (Melbourne time) on 16 February 2026 (which may change without notice) (Closing Date). The purpose of the Offers are to facilitate the issue and secondary trading of New Options, including the secondary trading of Shares issued on exercise of New Options (if any), and to facilitate the secondary trading of all Shares issued during the open period of the Share Offer. This document is important and should be read in its entirety