Albemarle Corporation · NYSE:ALB
Albemarle — Merger or Acquisition (September 2023)
16 slides from Albemarle's merger presentation, Sep 5, 2023
Slide 1: Business Update – Non-Binding Offer to Acquire Liontown Resources
Business Update – Non-Binding Offer to Acquire Liontown Resources September 5, 2023
Slide 2: Forward-Looking Statements
Forward-Looking Statements This presentation contains statements concerning our expectations, anticipations, and beliefs regarding the future, which constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 and “forward looking information” wi
Slide 3: Non-GAAP Financial Measures
Non-GAAP Financial Measures It should be noted that adjusted net (loss) income attributable to Albemarle Corporation, adjusted diluted earnings per share (“EPS”), non-operating pension and other post- employment benefit (“OPEB”) items per diluted share, non-recurring and other unusual items per dilu
Slide 4: Potential Combination to Drive Significant Value Creation for Albemarle Shareholders
Potential Combination to Drive Significant Value Creation for Albemarle Shareholders Non-Binding Offer for Albemarle to Acquire Liontown Resources Limited (“Liontown”) ▪ On September 3, 2023, Albemarle submitted a best and final, non-binding proposal, in the absence of a superior proposal, to acquir
Slide 5: Potential Acquisition Aligns with Albemarle’s Growth Strategy
Potential Acquisition Aligns with Albemarle’s Growth Strategy Grow Maximize Invest with Advance Profitably Productivity Discipline Sustainability ▪ Expand capacity to ▪ Deploy operating ▪ Allocate capital and ▪ Build competitive meet customer model to build a manage portfolio to advantage through ne
Slide 6: Overview of Proposed Transaction
Overview of Proposed Transaction ▪ Cash offer of A$3.00 per share ▪ Albemarle’s offer unanimously recommended by the Liontown Board, in the absence of a superior proposal, and Transaction subject to the parties entering into a binding scheme implementation deed and an independent expert structure co
Slide 7: Liontown Overview
Liontown Overview EXPECTED SC6 VOLUMES (KT) ✓ High quality, long-life resource (23+ years) at Kathleen Valley – nearing production Phase 1 Phase 2 - High grade hard rock resource – 1.4% Li2O >700 - Significant scale – 5.4Mt LCE resources; up to >700ktpa SC6 ~550 production (~90kt LCE) - Potential fo
Slide 8: Kathleen Valley is a Premier, Tier 1 Lithium Mine in a Mining Friendly Jurisdiction
Kathleen Valley is a Premier, Tier 1 Lithium Mine in a Mining Friendly Jurisdiction Other Australian Hard Rock Resources (Development Projects) (Mt LCE) Liontown 1.7% Other Australian Hard Rock Resources 1.6% 1.5% 1.4% Mt. Holland Li2O Grade (%) 7.0Mt Finniss 1.3% Mt Ida 1.0Mt 0.4Mt Kathleen Valley
Slide 9: Enhances Albemarle’s Footprint in Western Australia
Enhances Albemarle’s Footprint in Western Australia = Upstream = Conversion facility = Port access ✓ Meaningfully advances Albemarle’s lithium growth strategy and resource security WODGINA ✓ Proximity to existing Albemarle footprint KATHLEEN VALLEY 50% JV1 Port Hedland TABBA TABBA, PILGANGOORA offer
Slide 10: Liontown Advances Albemarle’s Growth Strategy
Liontown Advances Albemarle’s Growth Strategy High-return organic growth and potential M&A to complement existing portfolio ▪ Build and maintain world-class resource base ▪ Specialized, next-gen technology and/or materials ✓ ▪ Customer partnerships to accelerate growth, improve sustainability, and d
Slide 11: Compelling Value to Albemarle Shareholders
Compelling Value to Albemarle Shareholders Estimated and subject to further refinement based on diligence Illustrative Lithium Prices Required at Each Targeted Albemarle WACC 1x WACC 2x WACC 3x WACC Implied LiOH price ~$15 – $20 ~$25 – $30 ~$40 – $45 (US$/kg) Implied EBITDA multiple based on ~9x ~5x
Slide 12: Committed to Maintaining Investment Grade Credit Ratings
Committed to Maintaining Investment Grade Credit Ratings AS OF Q2 2023 1.2x ✓ Balance sheet capacity to finance 1.0x transaction through incremental debt ✓ Financing options include a 0.4x combination of bonds, prepayable debt, and available cash on balance sheet Albemarle Standalone Net PF Net Debt
Slide 13: Transaction Next Steps
Transaction Next Steps Liontown board Signing of binding recommendation agreement Close Completed Confirmatory diligence Transaction approvals discussions Targeting Sep, 3, 2023 H1 2024 ✓ Outside-in diligence • Mutually acceptable non-disclosure and • No objection from the Australian conducted exclu
Slide 14: Liontown Acquisition Advances Albemarle’s Growth Strategy
Liontown Acquisition Advances Albemarle’s Growth Strategy ✓ Grow Profitably Tier 1 resource with optionality to accelerate growth and meet customer demands ✓ Maximize Productivity Large-scale, high-quality resource with optimized integration ✓ Invest with Discipline Expected to deliver significant v
Slide 15: Appendix
Appendix
Slide 16: Albemarle Adjusted EBITDA supplemental
Albemarle Adjusted EBITDA supplemental1 welve onths Ended hree onths Ended un un ar ec Sep Ad usted E A et income attributable to noncontrolling interests , 6, 6 , , , Equity in net income of unconsolidated investments (net of tax) ( , , ) ( ,0 ) ( 6, ) ( , ) ( , ) ividends received from unconsolida