Indicative Term Sheet for Proposed A$10M R&D Loan Facility
EasternGas.com.au | 119 Willoughby Road, Crows Nest NSW 2067
EASTERN GAS CORPORATION LIMITED
ABN 71 692 331 838
ASX Announcement
Eastern Gas Signs Indicative Term Sheet for Proposed
A$10 Million R&D Loan Facility
Ø Term sheet signed with RiverFort Global Capital Ltd for a proposed R&D loan
facility of up to A$10 million
Ø Proposed three-year availability period, with an initial drawdown of up to A$1.5
million, subject to review of the Company’s R&D tax incentive position and
approvals
Ø Each drawdown to have a 12-month term, with repayment linked to receipt of the
relevant R&D rebate and due at maturity
Ø Fixed interest rate of 9%, plus fees and unlisted options, with first-ranking security
over R&D rebate receivables
Ø Term sheet is non-binding; the facility remains subject to definitive documentation
and mutual agreement on drawdowns
Sydney, 25 September 2026: Australian gas developer and exporer Eastern Gas Corporation Limited
(ASX: EGA) (the Company) is pleased to announce that it has signed an indicative term sheet with
RiverFort Global Capital Ltd (RiverFort), which manages the investor(s) proposing to provide the
funding (the Investor), in relation to a proposed research and development (R&D) loan facility of up to
A$10 million (Facility).
The proposed Facility would provide the Company with access to funding ahead of receiving R&D tax
incentive refunds, supporting its working capital requirements.
The term sheet contemplates a three-year availability period from execution, with each drawdown
repayable within five working days of receipt of the relevant R&D tax incentive refund and, in any event,
no later than 12 months from the relevant drawdown.
The term sheet is non-binding, except for specified provisions relating to due diligence, law and
jurisdiction, confidentiality, no shopping and legal status.
EasternGas.com.au | 119 Willoughby Road, Crows Nest NSW 2067
EASTERN GAS CORPORATION LIMITED
ABN 71 692 331 838
Proposed Facility Terms
An initial drawdown of up to A$1.5 million is proposed at the commencement of the Facility, subject
to a review of the Company's R&D tax incentive position.
Further drawdowns may be made up to an aggregate Facility limit of A$10 million, subject to mutual
agreement between the Company and the Investor.
Each drawdown would have a term of 12 months (Maturity Date). Repayment is intended to be made
from the proceeds of the relevant R&D tax incentive refund within five working days of receipt.
However, each drawdown would be repayable in full by its Maturity Datits
R&D Tax Incentive
The Company intends to claim R&D tax incentive refunds in respect of its eligible activities and has
received advice in relation to its eligibility.
Any entitlement to an R&D tax incentive refund remains subject to the Company satisfying the
applicable eligibility requirements, registering its R&D activities and assessment by the relevant
authorities. The timing and amount of any R&D tax incentive refund is uncertain, but generally it is paid
within 6 weeks of lodgment of the Company’s tax return.
Interest, Fees and Security
The proposed Facility includes the following commercial terms:
• Interest: Fixed interest of 9%.
• Implementation fee: 5% of each drawdown, deducted from the relevant drawdown proceeds. The
Company would also pay non-refundable due diligence and legal fees of A$10,000 and A$12,500
respectively (each excluding VAT) following signing of the term sheet and an introducer fee of 2%
of each drawdown payable in cash to Spark Plus. The proposed security arrangements would
comprise a first-ranking security interest over the Company's R&D rebate receivables.
Options and other terms
In connection with each drawdown, the Company would issue unlisted options to the Investor (in the
Investor’s standard form). The number of options would be 30% of the relevant drawdown amount
divided by the Reference Price, being the average of the five daily volume-weighted average prices of
the Company’s shares preceding the relevant drawdown, so it cannot presently be determined.
The options would be exercisable at a 40% premium to the relevant Reference Price and would expire
on 30 September 2029, and the first tranche is targeted to be issued on or around 15 December 2026
if the Facility proceeds. On exercise, the exercise price may provide cash to the Company or be set off
against outstanding loan principal; the term sheet does not specify which party may elect set-off,
which would be addressed in the definitive documentation.
EasternGas.com.au | 119 Willoughby Road, Crows Nest NSW 2067
EASTERN GAS CORPORATION LIMITED
ABN 71 692 331 838
No options have been issued at the date of this announcement. The Company intends to issue the
options within its available placement capacity under Listing Rule 7.1. If sufficient capacity is not
available at the relevant time, the issue would require shareholder approval.
The term sheet contemplates that the Investor would have a right of first refusal to propose terms on
any structured finance, bridge lending, R&D and equity-linked debt or prepayment transactions for six
months ending on the later of the date of the definitive agreement and the date all amounts
outstanding under it are repaid. This would not prevent the Company from conducting straight equity
placements. The definitive documentation is expected to include customary covenants.
Managing Director Commentary
Managing Director David Spring said:
“Signing this indicative term sheet represents a step towards establishing an additional funding source
secured against the Company's R&D tax incentive receivables.
“If finalised, the proposed Facility would provide us with greater flexibility to access funding ahead of
receiving the relevant R&D tax incentive refunds, with security provided over those receivables.
“The proposed Facility and initial drawdown remain subject to the negotiation and execution of definitive
documentation. Each drawdown would be repayable by its applicable maturity date, irrespective of the
timing of any R&D tax incentive refund.”
The Company will make a further disclosure at such time as definitive documentation is entered into.
For further information, please contact:
David Spring
Managing Director
Email: investor@easterngas.com.au
About Eastern Gas Corporation Limited
Eastern Gas Corporation Limited (ASX: EGA) is an Australian natural gas exploration and
development company focused on supplying reliable energy to east coast domestic markets.
The Company’s east coast natural gas portfolio features two highly prospective tenements in
Queensland’s prolific Surat Basin (Walloon CSG fairway) and Cooper Basin.
With a natural gas shortage and energy crisis around the world, we believe LNG will play a critical role
in fuelling the transition to a carbon-free economy in the long term. Eastern Gas is focused on
progressing its gas resources toward commercialisation to support Australia’s energy security.
Website: www.easterngas.com.au
EasternGas.com.au | 119 Willoughby Road, Crows Nest NSW 2067
EASTERN GAS CORPORATION LIMITED
ABN 71 692 331 838
Forward-looking statements
This announcement contains forward-looking statements. Forward-looking statements are not
historical facts and may be identified by terminology such as ‘may’, ‘will’, ‘expect’, ‘intend’, ‘plan’,
‘estimate’, ‘anticipate’, ‘continue’, ‘outlook’, ‘guidance’, ‘proposed’, ‘potential’ and similar expressions.
Forward-looking statements are based on Eastern Gas’s current expectations, estimates and
assumptions and are subject to known and unknown risks, uncertainties and other factors that may
cause actual results, performance or achievements to differ materially from those expressed or
implied. These risks include the outcome of negotiations with RiverFort and the Investor, the terms
of any definitive documentation and whether it is executed, satisfaction of any conditions to
drawdown, the eligibility, registration and assessment of the Company’s R&D activities under the R&D
tax incentive and the amount and timing of any refund, the Company’s ability to repay any drawdown
by its maturity date, the availability of placement capacity or shareholder approval for any issue of
options, commodity price fluctuations, demand variability, currency movements, drilling and
production outcomes, resource and reserve estimation risk, competition, environmental and
operational risks, legislative, fiscal and regulatory changes, economic and financial market
conditions, project timing variations, approvals and cost variations.
No assurance can be given that forward-looking statements will prove correct. Readers should not
place undue reliance on forward-looking statements.
Disclaimer
To the maximum extent permitted by law, Eastern Gas and its related bodies corporate, affiliates,
directors, officers, employees, agents and advisers make no representation or warranty, express or
implied, as to the accuracy, reliability, completeness or fairness of the information contained in this
announcement, nor do they accept responsibility or liability for loss or damage arising from reliance
on this information.
The information in this announcement is provided as at the date of this document. Except as required
by law or applicable regulation, including the ASX Listing Rules, Eastern Gas undertakes no obligation
to update or revise forward-looking statements or other information, whether as a result of new
information, future events or otherwise.
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