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Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities

 

 

 

EXHIBIT 99.2

 

 

Announcement Summary

 

 

Entity name

NOVONIX LIMITED

Date of this announcement

Friday July 25, 2025

 

The +securities the subject of this notification are:

+Securities issued as part of a transaction or transactions previously announced to the market in an Appendix 3B that are not quoted, and are not intended to be quoted, on ASX

Total number of +securities to be issued/transferred

 

 

 

 

Total number of

 

ASX +security

 

+securities to be

 

code

Security description

issued/transferred Issue date

 

 

 

 

 

New class - code

Convertible debentures

24,500,000 25/07/2025

 

to be confirmed

 

 

 

 

 

 

Refer to next page for full details of the announcement

 

 

 

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Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities

 

 

 

 

 

Part 1 - Entity and announcement details

 

 

 

1.1 Name of entity

NOVONIX LIMITED

We (the entity named above) give notice of the issue, conversion or payment up of the following unquoted +securities.

1.2 Registered number type

 

Registration number

ACN

 

157690830

 

 

1.3 ASX issuer code

NVX

 

1.4 The announcement is

New announcement

1.5 Date of this announcement

25/7/2025

 

 

 

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Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities

 

 

 

 

 

Part 2 - Issue details

 

 

2.1 The +securities the subject of this notification are:

+Securities issued as part of a transaction or transactions previously announced to the market in an Appendix 3B that are not quoted, and are not intended to be quoted, on ASX

 

 

Previous Appendix 3B details:

Announcement Date and Time

Announcement Title

Selected Appendix 3B to submit quotation request

 

 

 

24-Jul-2025 09:07

New - Proposed issue of securities - NVX

A placement or other type of issue

 

 

 

 

 

 

 

2.3a.2 Are there any further issues of +securities yet to take place to complete the transaction(s) referred to in the Appendix 3B?

Yes

2.3a.3 Please provide details of the further issues of +securities yet to take place to complete the transaction(s) referred to in the Appendix 3B

 

Issue of second and additional tranches of convertible debentures.

 

 

 

 

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Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities

 

 

 

 

 

Part 3A - number and type of +securities the subject of this notification (existing class or new class) where issue has previously been notified to ASX in an Appendix 3B

 

 

 

Placement Details

 

 

 

ASX +security code and description

new unquoted class of security

 

Date the +securities the subject of this notification were issued

25/7/2025

 

Any other information the entity wishes to provide about the +securities the subject of this notification

 

Convertible debentures

 

 

Issue details

 

 

Number of +securities

 

 

24,500,000

 

 

Were the +securities issued for a cash consideration?

 

 

Yes

 

 

In what currency was the cash consideration being paid?

 

What was the issue price per +security?

 

 

USD - US Dollar

 

USD 0.95000000

 

 

 

 

 

 

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Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities

 

 

 

 

 

Part 3C - number and type of +securities the subject of this notification (new class)

 

 

 

 

ASX +security code

 

+Security description

New class - code to be confirmed

 

Convertible debentures

 

 

 

+Security type

+Convertible debt securities

 

ISIN code

 

 

Date the +securities the subject of this notification were issued

25/7/2025

Will all the +securities issued in this class rank equally in all respects from their issue date?

Yes

 

Have you received confirmation from ASX that the terms of the +securities are appropriate and equitable under listing rule 6.1?

No

Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities being issued.

https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02970402-2A1609711&v=4a466cc3f89 9e00730cfbfcd5ab8940c41f474b6

 

 

+Convertible debt securities Details

 

Type of +security

Convertible note or bond

 

+Security currency

USD - US Dollar

Face value

USD 1.00000000

Interest rate type

Fixed rate

 

 

 

Frequency of coupon/interest payments per year

Semi-annual

First interest payment date

 

Interest rate per annum

5.00 %

 

Is the interest rate per annum estimated at this time?

No

 

 

s128F of the Income Tax Assessment Act status applicable to the +security

s128F exemption status unknown

 

Is the +security perpetual (i.e. no maturity)?

No

Maturity date

25/1/2027

 

Select other feature(s) applicable to the +security

 

Redeemable

 

Is there a first trigger date on which a right of conversion, redemption, call or put can be exercised (whichever is first)?

If yes, what is the first trigger date?

Yes

26/7/2025

 

 

 

 

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Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities

 

 

 

Details of the existing class of +security that will be issued if the securities are converted, transformed or exchanged

NVX : ORDINARY FULLY PAID

 

Any other information the entity wishes to provide about the +securities the subject of this notification

 

 

Issue details

 

 

Number of +securities

24,500,000

 

 

 

 

 

 

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Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities

 

 

 

 

 

Part 4 - +Securities on issue

 

 

 

Following the issue, conversion or payment up of the +securities the subject of this notification, the +securities of the entity will comprise:

The figures in parts 4.1 and 4.2 below are automatically generated and may not reflect the entity's current issued capital if other Appendix 2A, Appendix 3G or Appendix 3H forms are currently with ASX for processing.

 

4.1 Quoted +securities (Total number of each +class of +securities issued and quoted on ASX)

 

ASX +security code and description

Total number of

+securities on issue

 

 

NVX : ORDINARY FULLY PAID

636,445,636

 

 

4.2 Unquoted +securities (Total number of each +class of +securities issued but not quoted on ASX)

 

 

ASX +security code and description

Total number of

+securities on issue

NVXAD : PERFORMANCE RIGHTS

29,000,971

NVXAA : OPTION EXPIRING VARIOUS DATES EX VARIOUS PRICES

14,016,667

NVXAB : SHARE RIGHTS

1,008,567

NVXAL : CONVERTIBLE NOTES

45,221,586

New class - code to be confirmed : Convertible debentures

24,500,000

 

 

 

 

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