Astron Limited (ASX:ATR) has executed a binding five-year take-or-pay offtake agreement with Xiamen Xiangyu Logistics Group Corporation (XXLG) covering 100% of the Donald Project's heavy mineral concentrate (HMC) product at approximately 250,000 tonnes per annum, the company disclosed on 10 November 2026.

Key Points

  • Binding five-year take-or-pay HMC offtake agreement executed with Xiamen Xiangyu Logistics Group Corporation (XXLG) for 100% of Donald Project HMC production at approximately 250,000 tonnes per annum
  • Annual minimum supply quantity of 160,000 tonnes of HMC, expected to contain approximately 70,000 tonnes of TiO2 units and 30,000 tonnes of ZrO2 units
  • Agreement satisfies the HMC offtake requirement under the recently announced project senior debt package
  • Astron may elect to receive a US$5 million prepayment within three months of commencement of operations, deductible against future product deliveries over the first two years
  • Agreement is subject to conditions including the Donald Project's final investment decision (FID) occurring by 31 December 2026

Donald Project HMC Offtake Agreement Terms

The agreement covers 100% of the Donald Project's HMC output at approximately 250,000 tonnes per annum over a five-year initial term, with an option for XXLG to extend for a further two years. The annual minimum supply quantity is 160,000 tonnes of HMC, representing approximately 70% of average HMC production over the first five years. XXLG is obligated to take all additional HMC scheduled for delivery by Astron. Pricing uses a market-based mechanism based on contained TiO2 and ZrO2 units, consistent with assumptions under the Donald Project's Phase 1 bankable feasibility study. Delivery is on free on board (FOB) terms, and the agreement is governed by the law of Singapore.

Back-to-Back Structure and Buy-Back Rights

According to the filing, the price and product specification terms under the XXLG agreement are identical to those under Astron's HMC purchase arrangement with the Donald joint venture, creating a back-to-back sales structure that limits Astron's exposure to pricing and specification mismatch. Astron retains the right to buy back up to 30% of the annual supply volume for internal processing at its mineral separation plant (MSP) at Yingkou in northern China, or at a third-party processor outside China as specified by Astron. XXLG is granted exclusive rights to market Donald's final products within the People's Republic of China, while Astron retains rights to sell products outside the PRC.

Counterparty Profile and Conditions Precedent

XXLG is a subsidiary of the listed Xiamen Xiangyu Co. Ltd (SHA: 600057), described in the filing as an integrated supply chain and logistics provider based in Xiamen, China. The filing states that over the past five years, XXLG has expanded its mineral sands market activities and established relationships with mineral separation plants and downstream customers. The agreement is binding subject to certain conditions, including the Donald Project's final investment decision occurring by 31 December 2026. The agreement may also be terminated by mutual agreement, for default, insolvency, or if FID has not occurred by that date. Unresolved disputes are subject to arbitration in Singapore.