Corporate Governance

You can download Tombador Iron’s Corporate Governance plan and statement here.

Constitution

You can download Tombador Iron’s Constitution here.

WEBSITE DISCLAIMER

This Page contains information including a link to the Prospectus. Before downloading, printing or viewing the Prospectus, please carefully read this information. By accessing the Prospectus you agree to and acknowledge that you have read and accept these terms and conditions of access. The information on this page is not part of the Prospectus. If you do not understand it, you should consult your professional adviser without delay.

Important Notice

Tombador Iron Limited (to be re-named “Atomic Eagle Limited”) (ACN 108 958 274) (Company) has lodged a prospectus dated 6 October 2025 (Prospectus) with the Australian Securities and Investments Commission (ASIC) in respect of the public offer of 17,857,143 fully paid ordinary shares in the capital of the Company (Shares) at an issue price of $0.28 per Share to raise $5,000,000 (before costs). The Company may also accept oversubscriptions for up to a further 17,857,143 Shares to raise up to an additional $5,000,000 (before costs (the Offer).

The Prospectus also contains the following secondary offers:

(a) the offer of up to 1,000 Shares at an issue price of $0.28 to raise approximately $280 (the Cleansing Offer);
(b) the offer of up to 82,201,779 New Options to GoviEx Warrantholders, subject to the terms and conditions set out in section 12.3 of the Prospectus (the GoviEx Warrantholder Offer); and
(c) the offer of up to 13,690,262 New Options to GoviEx Optionholders, subject to the terms and conditions set out in section 12.4 of the Prospectus (the GoviEx Optionholder Offer), (together, the Secondary Offers).

The Secondary Offers are separate offers to the Public Offer, which will enable the on-sale of any Shares issued, and on the exercise of any New Options issued, under the Secondary Offers. The Public Offer and the Secondary Offers are, together Offers.

The Prospectus is an important document which should be read in their entirety. If, after reading the Prospectus you have any questions about the Offers or any other matter, please contact your professional advisers without delay.

Neither ASIC nor ASX Limited, nor any of their respective officers, take any responsibility for the contents of the Prospectus or the merits of the investment to which the Prospectus relates.

The electronic copy of the Prospectus available on this website does not constitute an offer of, or an invitation to subscribe for, any securities. You may print out a hard copy of the Prospectus from this website or copy the electronic Prospectus on this website into an electronic file for your personal use only. You must not alter the contents of this electronic file in any way.

Alternatively, you may obtain a hard copy of the Prospectus free of charge by contacting the Company by phone on + 61 8 6382 1805 during office hours or by emailing the Company at info@tombadoriron.com.

To the extent permitted by law, the Company is not liable for any loss incurred from accessing or downloading the Prospectus from this website, including, but not limited to, data corruption or download.

Applications

Anyone who wants to acquire securities in the Company will need to carefully consider the Prospectus and complete an application form attached to or accompanied by the Prospectus (Application Form). The completed Application Form must be lodged, and the application monies paid, in accordance with the details set out in the Prospectus and Application Form. The Corporations Act 2001 (Cth) (Corporations Act) prohibits any person from passing onto another person an Application Form unless it is attached to or accompanied by a complete and unaltered version of the Prospectus.

The Company reserves the right not to accept an Application Form from a person if it has reason to believe that when that person was given access to the electronic Application Form, it was not provided together with the electronic Prospectus and any relevant supplementary or replacement prospectus or any of those documents were incomplete or altered.

If an Application Form is not completed correctly or if the accompanying payment is the wrong amount, the Company may, in its discretion, still treat the Application Form to be valid. The Company’s decision to treat an application as valid and how to construe, amend or complete the Application Form, will be final.

No Advice

Nothing contained on this website or in the Prospectus constitutes investment, financial, legal, business, tax or other advice. In particular, the information on this website and in the Prospectus does not take into account your financial or investment objectives, financial situation or particular needs. In making an investment decision, you must rely on your own examination of the Company, the securities being offered for subscription and the terms of the offering, including the merits and risks involved. You should consult your professional advisers for investment, financial, legal, business or tax advice.

Exposure Period

In accordance with the Corporations Act, the Prospectus is subject to an exposure period of seven days from the date of lodgement of the Prospectus with the ASIC. This period may be extended by the ASIC for a further period of up to seven days.

Persons to whom the Offer is available

The distribution of the Prospectus in jurisdictions outside Australia is restricted by law. In particular, the Prospectus may not be distributed in the United States or elsewhere outside Australia except to Institutional Investors (defined below) in New Zealand, Canada (British Columbia, Ontario and Quebec provinces), the United Kingdom, Hong Kong, Singapore and the European Union (excluding Austria) (the Permitted Jurisdictions) in transactions exempt from local prospectus or registration requirements.

The Prospectus must not be distributed, and may not be accessed or downloaded, by any person outside Australia except Institutional Investors in the Permitted Jurisdictions acting in accordance with applicable laws and exemptions. If you are not an Institutional Investor in a Permitted Jurisdiction, you must not access, download, distribute or rely on the electronic version of this Prospectus.

The Prospectus does not constitute an offer, or invitation to apply for, of securities in any jurisdiction where, or to any person to whom, it would not be lawful to issue the Prospectus or to make the offer or invitation. It is the responsibility of any applicant outside Australia who is not an Institutional Investor in a Permitted Jurisdiction (as applicable to them) to ensure compliance with all laws of any country relevant to their application. Any such applicant should consult their professional advisers to determine whether any government or other consents are required, or whether any formalities must be observed to enable them to apply for or be allotted any securities.

The securities being offered pursuant to the Prospectus have not been, and will not be, registered under the US Securities Act of 1933 (US Securities Act) or the securities laws of any state or other jurisdiction in the United States and may not be offered or sold in the United States except in transactions exempt from, or not subject to, the registration requirements of the US Securities Act and applicable US state securities laws. The Prospectus does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of, the securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful under applicable law.

The Prospectus may be distributed in the United States only to “qualified institutional buyers” (as defined in Rule 144A under the US Securities Act) by Canaccord or its registered US broker-dealer affiliate and only if the Prospectus is accompanied by the US Offering Circular.

Institutional Investor means investors who are institutional or professional investors, and in particular:

in Canada, (British Columbia, Ontario and Quebec only), an “accredited investor” (as defined in National Instrument 45-106 – Prospectus Exemptions) and a “permitted client” (as defined in National Instrument 31-103 – Registration Requirements, Exemptions and Ongoing Registrant Obligations);
in the European Union (excluding Austria), a “qualified investor” (as defined in Article 2(e) of the Regulation (EU) 2017/1129 of the European Parliament and the Council of the European Union);
in Hong Kong, a "professional investor" as defined in the Securities and Futures Ordinance of Hong Kong, Chapter 571 of the Laws of Hong Kong;
in New Zealand, (i) is an investment business within the meaning of clause 37 of Schedule 1 of the Financial Markets Conduct Act 2013 (New Zealand) (the “FMC Act”), (ii) meets the investment activity criteria specified in clause 38 of Schedule 1 of the FMC Act, (iii) is large within the meaning of clause 39 of Schedule 1 of the FMC Act, (iv) is a government agency within the meaning of clause 40 of Schedule 1 of the FMC Act or (v) is an eligible investor within the meaning of clause 41 of Schedule 1 of the FMC Act (and, if an eligible investor, have provided the necessary certification);
in Singapore, an "institutional investor" or an "accredited investor" (as such terms are defined in the Securities and Futures Act 2001 of Singapore); or
in United Kingdom, (i) a "qualified investor" within the meaning of Article 2(e) of the UK Prospectus Regulation; and (ii) within the categories of persons referred to in Article 19(5) (investment professionals) or Article 49(2)(a) to (d) (high net worth companies, unincorporated associations, etc.) of the FPO, as amended.

Acknowledgement

By clicking “I Accept” below, you acknowledge and agree that:

you have read and understood the above terms and conditions to access the electronic version of the Prospectus;
you are a resident of Australia or are an Institutional Investor within a Permitted Jurisdiction (as applicable to you) and you are requesting a copy of the Prospectus from within Australia or that Permitted Jurisdiction in accordance with the Prospectus;
OR
if you are a not a resident of a Permitted Jurisdiction (as applicable to you), you have consulted your professional adviser as to whether any governmental or other consents are required or whether any other formalities need to be considered and followed before accessing the Prospectus;
you are not acting on behalf of, or for the account or benefit of, any person in the United States or any person outside a Permitted Jurisdiction who is not an institutional investor;
you will not make a copy of the Prospectus available to, or release or distribute a copy of the Prospectus to, or for the account or benefit of, any person in the United States or in any other place in which, or to any other person to whom, it would be unlawful to do so (Ineligible Persons);
you are not acting as a nominee for, or otherwise for the account or benefit of, any Ineligible Persons; and
you will not pass onto any other person the Application Form unless it is attached to or accompanied by the complete and unaltered electronic version of the Prospectus.