NeuRizer (ASX: NRZ) signs Reliance Industries deal to unlock Leigh Creek urea project and exit trading suspension

NeuRizer Limited (ASX: NRZ), the South Australian underground coal gasification and urea development company, has signed Letters of Award with Reliance Industries Limited for a technology transfer agreement and a plant and equipment sale agreement, marking a structural turning point for a business that has been in ASX trading suspension and unable to file statutory accounts for more than a year. The two agreements, designated LOA1 and LOA2, cover the transfer of NeuRizer intellectual property and the physical relocation of demonstration plant assets from Leigh Creek in South Australia to India, where Reliance Industries intends to replicate the underground coal gasification process NeuRizer proved at that site. The immediate effect is that NeuRizer now has a funded pathway to meet regulatory obligations, clear its overdue financial reporting backlog, and progress Stage 1 of the NeuRizer Urea Project toward final approvals and first production without requiring equity dilution or new debt for at least the next 18 months. For a company carrying a market capitalisation of approximately A$5.3 million as of early 2025 and burning through survival-level capital raises at A$0.0015 per share, the Reliance Industries partnership represents a transformation in financial and operational standing that cannot be overstated.

What does the Reliance Industries technology transfer agreement mean for NeuRizer’s urea project at Leigh Creek

The core mechanic of the Reliance Industries deal is straightforward, even if the strategic implications are not. NeuRizer has spent several years developing and demonstrating underground coal gasification technology at its Leigh Creek site in South Australia, 550 kilometres north of Adelaide. That process converts coal in place, underground, into synthesis gas without conventional mining, and NeuRizer successfully validated the approach at demonstration scale. The Leigh Creek demonstration plant has now been dismantled, as required under the company’s licence conditions with the South Australian Government, and the next obligation is physical removal of the equipment.

Under LOA2, Reliance Industries will purchase that plant and equipment and transport it to India at its own cost. This converts what would have been a significant disposal liability for NeuRizer into a revenue event, while simultaneously satisfying a licence milestone with the South Australian Government. LOA1 grants Reliance Industries an exclusive licence to apply NeuRizer intellectual property in India. The combined effect is that NeuRizer monetises stranded assets, transfers operational risk associated with relocating specialised equipment, and retains the full developmental pathway for its domestic urea project.

The two remaining contracts, a Technical Services Agreement and a Master Contract governing the long-term relationship between the two companies, are described in the Chairman’s letter as being in advanced draft form with execution expected within weeks. NeuRizer has engaged its own legal advisers in India to work alongside the Reliance Industries legal team, suggesting the process is sufficiently progressed that the company is investing in local transaction support.

How does the Reliance Industries partnership fit within India’s broader underground coal gasification and coal gasification strategy

Reliance Industries is the largest company by revenue in India and has a well-established posture in industrial-scale gasification. The conglomerate already operates the world’s largest petcoke gasifier at its Jamnagar refinery complex, where gasification units convert refinery residues into synthesis gas for chemicals production. The extension of that capability into underground coal gasification for domestic coal resources is a strategic adjacency rather than a departure.

India’s National Coal Gasification Mission has set an ambitious target of gasifying 100 million tonnes of coal annually by 2030, backed by central government viability gap funding and accelerated coal block auctions. Reliance Industries has been an active bidder in these auctions, including the government’s 14th round targeting blocks in Odisha, Chhattisgarh, and Andhra Pradesh with gasification potential. The attraction of NeuRizer’s demonstrated underground coal gasification technology is therefore clear: India’s domestic coal blocks sit at depth profiles that favour in-situ gasification methods, and proven operational data from Leigh Creek provides a starting point that internal research and development from scratch cannot replicate at comparable speed.

For NeuRizer, the consequence is that its intellectual property, previously difficult to monetise given the company’s financial position, is entering a market where the strategic imperative is large and the counterparty has both the capital and the government alignment to deploy it at scale. The risk, which investors and analysts will reasonably flag, is that once the IP licence is in place and Reliance Industries has successfully replicated the demonstration process in India, the negotiating leverage held by NeuRizer over future commercial terms narrows materially. The TSA and Master Contract will determine how that relationship is structured over the long term, and the terms of those agreements will be closely watched when they are disclosed.

Can NeuRizer clear its ASX compliance backlog and what are the key reporting milestones that will determine whether the suspension lifts

NeuRizer’s trading suspension was triggered by the company’s inability to lodge the Interim Financial Report for the half year ended 31 December 2024, which was due on 14 March 2025. The Chairman’s letter confirms that the RIL transaction has resolved the short to medium term funding issues that blocked that lodgement, and that the company will now proceed with the full sequence of overdue filings.

The reporting queue is substantial. NeuRizer must lodge the half year report to 31 December 2024, followed within three weeks by all overdue quarterly activity and cashflow reports. Ernst and Young has been engaged to audit the annual financial report for the year ended 30 June 2025, which is due by 30 September 2025. The 2024/25 Annual Report follows by 31 October 2025, alongside the 2025/26 first quarter activity report. The second quarter activity and cashflow report for 2025/26 was due by 31 January 2026, meaning that document is technically already overdue at the time of writing.

The sequence matters because each lodgement is a precondition for the next. If NeuRizer encounters further delays in any document, the timeline to suspension lift extends accordingly. The company has stated that all costs associated with completing these reviews and audits have been budgeted for, which is a material claim for a business that was deferring director and management salaries during the suspension period to conserve cash. Verification of that budgetary claim will require examination of the cashflow statements once they are lodged.

What does the Leigh Creek project’s Environmental Impact Statement progression mean for timeline to first urea production

Stage 1 of the NeuRizer Urea Project remains a declared Major Project under South Australian legislation, a status that carries both regulatory weight and development priority. The Federal Department of Climate Change, Energy, the Environment and Water released final Environmental Impact Statement guidelines for the project in December 2024, following a public consultation period. NeuRizer confirms it has now engaged the consultants required to complete the Stage 1 EIS work, funded by the proceeds from the Reliance Industries agreements.

The EIS process for a project of this nature involves groundwater monitoring data, environmental compliance records from the UCG demonstration operations at Leigh Creek, and detailed technical responses to the federal guidelines. NeuRizer has been maintaining groundwater monitoring continuously at the Leigh Creek site, and that data stream feeds directly into the EIS submission. The company holds six tenements at Leigh Creek with 100% interest, covering petroleum exploration, production, retention, gas storage, and associated activities, all with payments current.

Urea prices globally remain sensitive to Middle East supply dynamics, and NeuRizer’s Chairman specifically notes that the ongoing conflict in the Middle East continues to attract media attention to domestic fertiliser supply security. Australia imports the substantial majority of its urea requirements, and a project capable of producing 1 million tonnes per annum at the Leigh Creek site would represent a meaningful contribution to domestic supply chain resilience. The path from EIS completion to final investment decision to first production is measured in years rather than months, but the RIL-funded resumption of EIS work removes a barrier that has been in place since the company’s financial constraints began.

How has NeuRizer managed its capital structure and operational costs during the suspension period and what does it signal about management discipline

NeuRizer’s capital management during the suspension period reflects the constraints of a microcap under financial stress. The company raised only A$350,000 in total across two small private placements prior to suspension, both priced at A$0.0015 per share. The January 2025 placement raised A$150,000 and the February 2025 placement raised A$200,000. No shares or options were issued during the suspension itself. Directors and senior management were not paid for a period during this time, and when salaries were paid they were at materially reduced rates.

This approach preserved cash and avoided shareholder dilution during a period when the company had no visibility on when it would return to the market. It also creates a credibility signal: management absorbed personal financial cost to sustain the business rather than pursuing capital raises that would have been dilutive at deeply discounted prices. Whether that judgment proves correct will depend entirely on whether the Reliance Industries agreements translate into cash receipts on the timetable the company anticipates.

The outstanding matter with DL E&C Co Ltd, the Korean engineering and construction firm engaged for the NeuRizer Urea Project EPCC contract, remains active. NeuRizer is working with DL E&C to divide the contract into two components and to resolve claims arising from feasibility study work. Details on any financial liability associated with that negotiation will presumably be disclosed when the overdue financial statements are lodged and the Ernst and Young audit of the June 2025 annual accounts is completed.

What are the key execution risks facing NeuRizer as it moves from suspension to active development across its Leigh Creek and India agreements

The Reliance Industries partnership introduces execution dependencies that NeuRizer’s previous development trajectory did not carry. The two remaining contracts, the Technical Services Agreement and the Master Contract, remain unsigned. Until those agreements are executed and their financial terms are disclosed to the ASX, the full economic value of the Reliance Industries relationship cannot be assessed. The company’s representation that these contracts will be ready for execution within weeks will be tested in coming days.

Physical transport of the Leigh Creek demonstration plant to India is a logistically complex undertaking involving specialised equipment, cross-border regulatory approvals, and coordination between the two companies’ operational teams. The Chairman’s letter states that transport costs will be borne by Reliance Industries, but the timeline for that process and any milestones tied to payment receipts are not disclosed in the current announcement. Given that NeuRizer’s budget for EIS work and regulatory compliance is funded from these agreements, any delay in asset transfer cash flows would create downstream risk for the project timeline.

At a corporate governance level, the departure of Non-Executive Director and Company Secretary Jordan Mehrtens in May 2025 has left the Executive Chairman, Justyn Peters, performing both roles. The company has indicated an intention to appoint a Company Secretary but has not provided a timeline. For a company in the process of lodging extensive overdue statutory documents and managing a complex cross-border transaction, having adequate corporate secretarial capacity is an operational rather than a cosmetic matter.

Key takeaways: What the NeuRizer and Reliance Industries deal means for ASX investors, the domestic urea market, and underground coal gasification commercialisation

• NeuRizer has signed LOA1 (technology transfer) and LOA2 (plant and equipment sale) with Reliance Industries, providing funded clarity for at least 18 months without equity dilution or debt.
• NRZ remains in ASX trading suspension pending lodgement of the overdue half year report to 31 December 2024 and a substantial queue of quarterly activity and cashflow reports dating to early 2025.
• The transaction converts the cost liability of removing the Leigh Creek demonstration plant into a revenue event, while simultaneously satisfying a key South Australian Government licence milestone.
• Reliance Industries, India’s largest company by revenue, is actively pursuing coal gasification block auctions aligned with India’s National Coal Gasification Mission target of 100 million tonnes per annum by 2030, giving it clear strategic motivation for the NeuRizer IP licence.
• Two remaining contracts, the Technical Services Agreement and the Master Contract, are in advanced draft but unsigned; their financial terms will be the key disclosure event for assessing the full value of the Reliance Industries relationship.
• Ernst and Young has been engaged to audit the June 2025 annual financial report; the outcome of that audit will be the first independent verification of the company’s financial position during the suspension period.
• Stage 1 EIS consultants have now been engaged using RIL-funded capital, moving the NeuRizer Urea Project toward federal approval for a 1 million tonne per annum domestic urea production facility with agricultural food security implications.
• The DL E&C Co Ltd EPCC contract dispute remains unresolved and the financial exposure has not been publicly quantified ahead of audited accounts lodgement.
• The corporate secretarial gap left by the May 2025 director and company secretary resignation adds administrative risk to a company simultaneously managing a cross-border transaction, a statutory filing backlog, and an audit process.
• If the TSA and Master Contract execute as signalled, NeuRizer will be one of the few ASX-listed entities to have successfully commercialised proprietary underground coal gasification IP at institutional scale with a counterparty of Reliance Industries’ resources and strategic appetite.