20-F: Nova Minerals Advances Estelle Gold-Antimony Project

Nova Minerals Limited reports significant progress at its Estelle Gold and Critical Minerals Project in Alaska, with updated gold resources, new antimony discoveries, and a strategic dual-commodity development pathway.

Summary

• Nova Minerals Limited is an exploration-stage company focused on its 85% owned Estelle Gold and Critical Minerals Project in Alaska, which spans 127,102 acres (514km2) and is subject to a 2% net smelter royalty.
• The project hosts a combined S-K 1300 compliant gold mineral resource estimate of 5.17 million ounces (Moz) Au, with Nova's attributable interest being 4.41 Moz Au (0.16 Moz Measured, 2.22 Moz Indicated, and 2.03 Moz Inferred).
• High-grade antimony and other critical minerals have been discovered coincident with gold in surface samples across multiple prospects, with drilling commenced at the Stibium prospect in June 2025 to establish a maiden mineral resource estimate for antimony.
• The company is pursuing a dual commodity strategy to become a world-class gold producer and secure a U.S. domestic supply chain for antimony, actively seeking grants from the U.S. Department of Defense.
• For the fiscal year ended June 30, 2025, the company reported a net loss after tax of A$11,099,171, an improvement from A$16,389,292 in FY2024.
• Cash and cash equivalents increased to A$9,083,315 at June 30, 2025, from A$3,149,909 at June 30, 2024, primarily due to proceeds from public offerings and the sale of Snow Lake Resources shares.
• The Nebari Convertible Loan, with an outstanding balance of US$5.42 million, was fully converted into 35,007,644 ordinary shares in January 2025, making the company debt-free.
• Capital expenditures for exploration and evaluation increased by A$8,017,975 (9%) to A$100,135,725 in FY2025.
• A 15,000m drill program commenced in June 2025, targeting RPM, Stibium, and Korbel areas to upgrade gold resources and establish a maiden antimony resource.
• An independent report by RFC Ambrian in February 2025 identified Estelle as one of only nine projects globally with potential for near-term antimony production.

Sentiment

Score: 7

Explanation: The company shows strong progress in exploration and strategic development, particularly with the dual gold-antimony focus and successful capital raises. Financial losses are decreasing, and liquidity is improving. However, it remains an exploration-stage company with no current revenue from operations, and future success is contingent on further exploration, successful feasibility studies, permitting, and securing external funding for antimony, which introduces inherent risks.

Positives

• Net loss significantly reduced to A$11,099,171 in FY2025 from A$16,389,292 in FY2024, driven by a gain on the sale of Snow Lake shares and a revaluation of share-based payments.
• Cash and cash equivalents increased substantially to A$9,083,315 at June 30, 2025, indicating improved liquidity.
• The company is now debt-free following the full conversion of the Nebari Convertible Loan into equity in January 2025.
• Successful completion of a public offering in July 2025 raised gross proceeds of US$12,102,700, further strengthening the capital position.
• High-grade antimony discoveries at Stibium and Styx prospects, with grades up to 60.5% Sb and 54.1% Sb respectively, position the company to address critical mineral supply chain needs.
• Active pursuit of U.S. Department of Defense grants for fast-tracking antimony production aligns with national strategic interests and could provide significant funding.
• The Estelle Project is recognized as a district-scale, multi-commodity asset in a stable mining jurisdiction (Alaska State lands) with established infrastructure for year-round operation.
• Ongoing exploration and drilling programs are planned to potentially increase both the size and confidence of the gold mineral resource estimate.
• Metallurgical test work indicates gold is easily liberated using conventional technology with an average recovery of 88.3%, with further optimization planned.

Negatives

• Cash flow used in operating activities increased to A$7,640,379 in FY2025 from A$3,666,768 in FY2024, indicating a higher operational cash burn.
• The company has no history of producing metals and does not currently generate operating earnings, relying on financings for operations.
• There are currently no known commercial quantities of mineral reserves on the Estelle Project, only estimated resources.
• The development of the Estelle Project into an operating mine is highly speculative and may be unsuccessful.
• The company is dependent on grants from the U.S. Department of Defense to fast-track its antimony strategy, with no guarantee of receipt.
• Significant capital investment is required to discover commercial ore and commercialize production from successful exploration efforts.
• The company is subject to various risks associated with being a foreign private issuer, which may afford less protection to U.S. investors compared to domestic U.S. issuers.
• The investment in associate (Snow Lake Resources) was fully disposed of, and other non-current assets saw a significant decrease due to an impairment provision related to Alaska Asia Clean Energy Corp investment and loan.

Risks

• Mineral reserves may be significantly lower than expected, as the Estelle Project only has estimated measured, indicated, and inferred resources for gold, with no known reserves.
• There is no assurance that the company can establish the existence of any mineral reserve on its property in commercially exploitable quantities, leading to potential loss of exploration funds.
• No history of producing metals from current mineral property, and no assurance of successfully establishing mining operations or profitably producing precious metals.
• Material changes in mineral resource/reserve estimates and grades of mineralization will affect the economic viability of placing a property into production.
• Profitability and cash flows are affected by changes in the market price for gold and antimony, which have fluctuated widely.
• Success depends on the exploration, development, and operation of the Estelle Project, an exploration-stage project.
• Development of the mineral project into a mine is highly speculative, may be unsuccessful, and may never result in an operating mine.
• Mineral resource estimates are based on interpretation and assumptions and could be inaccurate or yield less mineral production under actual conditions.
• Negative cash flows from operating activities necessitate additional financing, with no assurance of availability on acceptable terms.
• Dependence on grants from the U.S. Department of Defense for the antimony-gold starter mine strategy; failure to obtain grants could materially affect financial condition.
• Development of the Estelle Project is subject to all risks associated with establishing and operating new mining operations, including timing, costs, labor, equipment, permits, and potential opposition.
• Growth strategy and future exploration and development efforts may be unsuccessful, including acquisitions or investments.
• Issuance of additional ordinary shares or ADSs may result in significant dilution to existing shareholders.
• Subject to various laws and regulations, compliance costs may cause substantial delays and require significant expenditure.
• The mining industry is intensely competitive, with many companies possessing greater financial and technical resources.
• Operating in a period of economic uncertainty and capital markets disruptions, exacerbated by geopolitical instability (Russia-Ukraine conflict).
• Failure to maintain effective internal controls over financial reporting could adversely affect the price of securities.
• Significant hazards associated with mining activities, some of which may not be fully covered by insurance.
• Capital and operating cost estimates for development projects and mines may not prove to be accurate.
• Risks related to ownership of ADSs and warrants, including market price volatility and difficulty enforcing civil liabilities against the company or its non-U.S. resident directors/officers.
• The company's Constitution and Australian laws may adversely affect its ability to take actions beneficial to shareholders.
• Limitations on the transfer of ADSs and withdrawal of underlying ordinary shares.
• Increasing attention to ESG matters and conservation measures may adversely impact business through increased costs, reduced capital access, and permitting delays.
• Reliance on third-party contractors exposes the company to performance risks.
• Inadequacy, failure, interruption, or security breaches of information technology systems may harm reputation and operations.
• Adverse effects of inflation on operating costs and ability to acquire goods and services.
• Changes to United States tariff and import/export regulations may have a material adverse effect.
• Dependence on key personnel; difficulty attracting and retaining qualified personnel.
• Litigation or legal proceedings could expose the company to significant liabilities.
• Conflicts of interest due to certain directors and officers serving other natural resource companies.
• Joint ventures and other partnerships may expose the company to risks and lack of control.
• Land reclamation requirements may be burdensome and require significant financial resources.
• Risk of being classified as a Passive Foreign Investment Company (PFIC) for U.S. federal income tax purposes, leading to adverse tax consequences for U.S. investors.
• The deposit agreement governing ADSs includes a jury trial waiver provision, which could result in less favorable outcomes for plaintiffs in any such action.

Future Outlook

The company plans an extensive 15,000m drill program in 2025 targeting RPM, Stibium, and Korbel to upgrade gold resources and establish a maiden mineral resource estimate for antimony. A global MRE update for gold and a maiden MRE for antimony are expected in 2025, followed by a Feasibility Study (FS) for both the RPM starter mine and the expanded Korbel option in 2025/2026. A Bankable Feasibility Study (BFS) and permitting are anticipated in 2026. The High-Grade RPM starter mine production is projected for 2027, with a stand-alone antimony-gold starter mine production targeted for 2026, subject to U.S. Department of Defense funding. The expanded project's decision to mine and financing is expected in 2027, with construction commencing in 2027/2028 and first gold pour in late 2028/2029. Ongoing exploration will assess district-wide opportunities to increase the resource pipeline.

Management Comments

• We are focused on a dual commodity strategy with a vision to develop Estelle to become a world-class, tier-one, global gold producer, and to help secure a U.S domestic supply chain for the strategic mineral antimony, from mining to a refined product.
• We are encouraged by President Trump's recently signed executive orders which focus on maximizing U.S. domestic mineral production, with one in particular about expediating permitting of Alaskan natural resource projects located on Federal and State lands.
• We believe that we are an industry leader based on the speed and manner in which we have been growing our global resource inventory, working within relatively small budgets.
• We have established strong relationships with both state and federal government departments and are now well advanced in the U.S. government grants process for antimony, although there is no guarantee we will be successful in receiving such grants.
• Management is very actively monitoring and managing cash forecasts, and has the ability to scale back its exploration activities to match its funds available.
• We anticipate that our current cash, along with funds raised from our recent July 2025 public offering will be sufficient to fund our operations for more than 12 months from the date of this report.

Industry Context

The announcement highlights Nova Minerals' strategic positioning within the Tintina Gold Belt, a prolific region for gold discoveries, and its proactive approach to critical minerals like antimony. With China imposing export restrictions on antimony, the U.S. is seeking domestic supply chains, creating a significant opportunity for Nova Minerals to secure government support and potentially become a key supplier. The company's focus on both gold and strategic minerals aligns with current global trends of resource security and diversification, especially given the high prices for both commodities. The independent recognition of Estelle as a potential near-term antimony producer underscores its relevance in the global critical minerals market.

Comparison to Industry Standards

• The Estelle Gold Project is situated in Alaska's Tintina Gold Belt, a province hosting a 220 million ounce (Moz) documented gold endowment, including major projects like Nova Gold and Paulson Advisors' Donlin Creek Gold Project and Kinross Gold Corporation's Fort Knox Gold Mine, indicating a highly prospective geological setting.
• The company's S-K 1300 compliant gold resource of 5.17 Moz Au (4.41 Moz attributable to Nova) positions it among significant gold exploration projects, though it is still in the exploration stage without defined reserves, unlike producing mines such as Fort Knox.
• The discovery of high-grade antimony at Estelle is particularly notable given that the U.S. currently lacks a domestic supply chain for this critical mineral, and China, a major global producer (54% of world supply), has banned exports to the U.S. This places Estelle in a unique and strategically important position compared to other global antimony projects.
• An independent report by RFC Ambrian (February 2025) identified Estelle as one of only nine projects globally with potential for near-term antimony production, and one of only two in the U.S., highlighting its competitive advantage in this niche market.
• The company claims an 'extremely low discovery cost' per ounce for its gold and critical minerals project, suggesting efficiency in its exploration efforts compared to industry averages, though specific comparative figures are not provided.
• The established infrastructure for year-round operation, including an 80-person camp and a 4,000-foot airstrip, provides a logistical advantage for an Alaskan project, potentially reducing development timelines and costs compared to projects in less accessible regions.

Management Changes

Corporate Governance

Legal Proceedings

• Not aware of any material legal proceedings or claims that are believed to have a material adverse effect on the business, financial condition, or operating results.

Related Party Transactions

• Snow Lake Resources Ltd. reimbursed A$344,804 of proxy-related expenses incurred by the company in February 2023, which was fully repaid by June 30, 2025.
• On April 9, 2024, executive directors Craig Bentley, Louie Simens, and Christopher Gerteisen committed to purchase an aggregate of 2,083,333 ordinary shares for A$500,000, which was completed after shareholder approval on May 31, 2024.
• Louie Simens and Christopher Gerteisen, current directors, are also shareholders of AK Minerals Pty Ltd., which is a joint venture partner and receives a 2% net smelter royalty from the Estelle Project.

Stakeholder Impact

• Shareholders: Potential for dilution from future equity issuances, but also potential for value creation through successful project development and dual commodity strategy. Improved liquidity and debt-free status are positive. U.S. ADS holders may have less protection due to foreign private issuer exemptions.
• Employees: Continued employment and potential growth opportunities as the project advances from exploration to development and production phases. The company emphasizes an engaged, diverse, and inclusive culture.
• Customers: Potential future customers for gold and antimony, with the antimony strategy aiming to secure a U.S. domestic supply chain, which would benefit U.S. industries reliant on this critical mineral.
• Suppliers: Increased demand for goods and services as exploration and development activities intensify, particularly in Alaska.
• Creditors: Improved financial position with the conversion of the convertible loan to equity, making the company debt-free, which reduces credit risk.
• Local Communities (Alaska): Commitment to creating a safe and environmentally responsible mining operation, prioritizing local procurement and employment, and investing in community initiatives. The proposed West Susitna Access Road could improve infrastructure and benefit local economies.
• Regulatory Authorities: Ongoing compliance with extensive U.S. and Australian environmental, mining, and securities regulations. Active engagement with the U.S. Department of Defense for antimony grants.

Next Steps

• Conduct a 15,000m drill program in 2025 targeting RPM, Stibium, and Korbel areas.
• Complete FS trade-off study work and geotechnical drilling in 2025.
• Publish a global MRE update for gold and a maiden MRE for antimony in 2025.
• Complete a Feasibility Study (FS) for both the RPM starter mine option and the expanded Korbel option in 2025/2026.
• Commence Bankable Feasibility Study (BFS) and permitting in 2026.
• Target High-Grade RPM starter mine production in 2027, subject to permits and approval.
• Target stand-alone antimony-gold starter mine production in 2026, subject to U.S. Department of Defense funding.
• Make a decision to mine and secure financing for the expanded project in 2027.
• Commence mine construction for the expanded project in 2027/2028.
• Achieve production and first gold pour for the expanded project in late 2028/2029.
• Continue ongoing exploration to assess district-wide opportunities to increase the resource pipeline.
• Continue metallurgical test work to optimize the flowsheet, including evaluating heap leaching, critical minerals extraction, selective ore sorting, and alternative technologies.

Key Dates

Recommendation

Nova Minerals Limited has demonstrated significant progress in advancing its Estelle Gold and Critical Minerals Project, evidenced by updated gold resources, promising antimony discoveries, and a clear strategic development pathway. The recent capital raise and conversion of debt to equity have substantially improved the company's liquidity and financial health, making it debt-free. The dual-commodity strategy, particularly the focus on antimony to address U.S. supply chain needs, presents a compelling long-term growth opportunity. However, the company remains in the exploration and development stage, with no current operating revenue and continued reliance on future financings. The inherent risks of mining development, commodity price volatility, and the speculative nature of converting resources to reserves warrant a cautious approach. While the potential upside is considerable, the execution risks and long timeline to commercial production suggest a 'hold' recommendation for seasoned investors, allowing for further de-risking through ongoing exploration results, successful feasibility studies, and securing the anticipated DoD grants.

Keywords

Gold Exploration, Antimony Mining, Critical Minerals, Estelle Project, Alaska Mining, SEC Filing, Mining Development, Mineral Resources, Exploration Stage, Nova Minerals, Tintina Gold Belt, Project Financing, ESG, Corporate Governance