South32 Ltd. · ASX:S32

South32 — Merger or Acquisition (June 2018)

19 slides from South32's merger presentation, Jun 18, 2018

  1. Slide 1: South32 to acquire Arizona Mining in agreed all cash offer

    18 June 2018 South32 Limited For personal use only (Incorporated in Australia under the Corporations Act 2001 (Cth)) (ACN 093 732 597) ASX / LSE / JSE Share Code: S32 ADR: SOUHY ISIN: AU000000S320 south32.net SOUTH32 TO ACQUIRE ARIZONA MINING IN AGREED ALL CASH OFFER South32 Limited (ASX, LSE, JSE:

  2. Slide 2: South32 to acquire Arizona Mining in agreed all cash offer

    For personal use only Photos to be sourced from Lion at appropriate time • South32 to acquire Arizona Mining in agreed all cash offer • 18 June 2018

  3. Slide 3: Important notices

    Important notices • This presentation should be read in conjunction with the “Financial results and outlook – Half year ended 31 December 2017” announcement released on 15 February 2018, which is available on South32’s website (www.south32.net). For personal use only FORWARD-LOOKING STATEMENTS • Thi

  4. Slide 4: Transaction highlights

    For personal use only Transaction highlights Major shareholder and Board approved, fully funded active participant in High grade base metals cash offer for Arizona Mining Arizona Mining over resource open at depth of C$6.20 per share past 18 months and laterally 50% offer premium Cumulative investme

  5. Slide 5: Transaction overview

    For personal use only Transaction overview US$1.3B for the shares, warrants and options we don’t already own in Arizona Mining Inc. (TSX:AZ)2 Large and highly prospective Taylor development project Central deposit optionality tenement package Price per share Investment Date Share purchase (C$) (US$M

  6. Slide 6: Key terms and transaction timeline

    Key terms and transaction timeline • C$6.20 per share in cash For personal use only • 50% premium based on 20-day volume weighted average price6 Consideration • US$1.3B2 investment funded from cash on hand • Entered into an arrangement designed to manage foreign exchange rate exposure associated wit

  7. Slide 7: Hermosa Project location

    Hermosa Project location South32’s Americas footprint For personal use only Attractive Proximate to Positioned for Trilogy Metals mining jurisdiction key infrastructure Atlantic and Pacific Arctic with access to including energy, Bornite customer markets skilled labour road and rail Arizona Mining H

  8. Slide 8: Hermosa Project history

    Hermosa Project history Resource1,8 has increased State permits received For personal use only more than 200% in the past 2 years Project is well advanced and remains open at depth and Pathway to development identified laterally ↑ 39% to Maiden Taylor ↑ 133% to 101Mtons1 resource8 resource7 72Mtons8

  9. Slide 9: Hermosa Project overview

    Hermosa Project overview Hermosa Project A Taylor deposit For personal use only • Zinc-lead-silver sulphide deposit within patented area • Known resource and development pathway • PEA completed January 2018 (project IRR 48%, pre-production capital US$519M)5 • PEA assumed initial 8 years of productio

  10. Slide 10: Taylor deposit in a global context

    Taylor deposit in a global context Zinc cash cost curve (induced CY25) Taylor resource1 versus peers For personal use only 25% 4,000 Existing operations Development projects Red Dog 3,000 20% Taylor deposit Consensus long term zinc11 Dairi Resource Grade in ZnEq US$/t (net of credits) 2,000 Rampura

  11. Slide 11: Taylor deposit resource

    Taylor deposit resource Taylor deposit resource statement12 Taylor deposit resource outline For personal use only Classification Mtons Zn (%) Pb (%) Ag (oz/t) ZnEq (%) Measured 15.2 4.0 4.0 1.6 9.6 Indicated 85.8 4.2 4.3 2.2 10.5 Open Measured and Indicated 101.0 4.1 4.3 2.1 10.4 Inferred 43.6 3.9 4

  12. Slide 12: Taylor deposit compares favourably to Cannington

    For personal use only Taylor deposit compares favourably to Cannington Taylor deposit (PEA)12 Cannington Well placed to progress and optimise Taylor’s development Mining method Open stoping Open stoping Technical involvement Similar scope to with project Cannington since May 2017 Backfill Paste Past

  13. Slide 13: Central deposit and Hermosa regional prospectivity

    Central deposit and Hermosa regional prospectivity Central deposit Hermosa Project regional targets For personal use only • Previously identified development pathway subject to further study • Refinery configuration, metallurgy and recoveries remain a key focus area • An attractive long-term develop

  14. Slide 14: Transaction funding

    Transaction funding Capital Management Framework is unchanged since listing For personal use only ROIC US$608M returned to 15 June 2018 Committed to US$1B capital management Scheduled for completion program Competition for excess capital in April 2019 - Investment in the business - Acquisitions - Gr

  15. Slide 15: Transaction summary

    For personal use only Transaction summary Major shareholder and Board approved, fully funded active participant in High grade base metals cash offer for Arizona Mining Arizona Mining over resource open at depth of C$6.20 per share past 18 months and laterally 50% offer premium Cumulative investment

  16. Slide 16: Supplementary information

    For personal use only • Supplementary information

  17. Slide 17: Previous Mineral Resource estimates

    Previous Mineral Resource estimates Taylor deposit (29 November 2016) For personal use only Zn Pb Cu Ag ZnEq Classification Mtons (%) (%) (%) (oz/t) (%) Indicated Mineral Resource 31.1 4.7 4.4 0.1 1.8 10.9 Inferred Mineral Resource 82.7 4.2 4.7 0.2 2.2 11.1 Source: Filed by Arizona Mining Inc on SED

  18. Slide 18: Footnotes

    Footnotes Notes: For personal use only 1. Refer to slide 10 for estimates of Mineral Resources for the Taylor deposit, and the Mineral Resources and Ore Reserves section of the Important Notices on slide 2 for further information in respect of the foreign estimates and Arizona Mining’s Mineral Resou

  19. Slide 19: Footnote

    For personal use only Footnote SLIDE 18

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