Lotus Resources Limited · ASX:LOT
Lotus Resources — Merger or Acquisition (July 2023)
27 slides from Lotus Resources's merger presentation, Jul 13, 2023
Slide 1: Merger Presentation
Merger Presentation Creating a leading African-focused Uranium Company with long-term supply potential 13 July 2023 LOT:ASX LTSRF:OTCQB ACB:ASX
Slide 2: Important Notice
Important Notice FORWARD LOOKING STATEMENT Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause actual results to be materially different from those expressed or implied by such forward-looking information, including risks associated with
Slide 3: Important Notice
Important Notice FORWARD LOOKING STATEMENT This Document contains certain "forward-looking statements". All statements, other than statements of historical fact, that address activities, events or developments that A-Cap believes, expects or anticipates will or may occur in the future, including wit
Slide 4: Transaction Overview
Transaction Overview • Merger of Lotus and A-Cap via a Scheme of Arrangement under which Lotus will acquire 100% of the ordinary shares in ACAP Transaction (Scheme) structure • Following Scheme implementation, the merged group will continue to trade as Lotus under the ticker ASX:LOT • A-Cap sharehol
Slide 5: Merger Rationale
Merger Rationale Two complementary projects which have Significant scale Increased financing Highly credentialled, significant leverage to the benefits to drive value flexibility to fast-track focused team to Key diversification global uranium thematic re-rating potential project development drive g
Slide 6: Benefits for A-Cap Shareholders
Benefits for A-Cap Shareholders Immediate value realisation at a premium via a logical merger transaction 1 • A-Cap shareholders to receive 1 new fully paid ordinary share in Lotus for every 3.54 A-Cap shares held on the Scheme record date, implying approximately A$0.052 per A-Cap share, a 10.4% pre
Slide 7: Indicative Timetable
Indicative Timetable Event Date A-Cap to lodge Scheme Booklets with ASIC August 2023 First Court Hearing to convene Scheme Meetings; dispatch Scheme Booklets to shareholders August 2023 Scheme Meetings September 2023 Second Court Hearing to approve Schemes September 2023 Effective Date September 202
Slide 8: Snapshot of Combined Entity
Snapshot of Combined Entity Pro-Forma 30 day VWAP / Offer price1 $0.1838 $0.052 $0.1838 No ordinary shares2 1,344.0m 1,232.4m 1,700.6m Market Capitalisation (at 30 day VWAP / A$247.1m A$63.9m A$312.6m Offer price) % shareholding in Merged Group3 79.0% 21.0% - Cash position (as at 31 March 2023) $17.
Slide 9: Kayelekera Uranium Project in Malawi - Brief Snapshot
Kayelekera Uranium Project in Malawi - Brief Snapshot Low Capex Improved Opex US$88m – Re-Start C1 costs US$29.10/lb2 US$300m replacement value1 AISC of US$36.20/lb2 Robust Mine life Quick Re-Start 10 yrs 19.3Mlbs U3O8 15 months from Final 2.4Mlbs U3O8 pa2 Investment Decision No ISR style ramp-up re
Slide 10: Letlhakane Uranium Project in Botswana – Brief Snapshot
Letlhakane Uranium Project in Botswana – Brief Snapshot A large, easy to mine resource in a friendly jurisdiction • Large resource base • 269Mt at 321ppm U3O8 for 190Mlb contained uranium • 22% Measured & Indicated1 • Tenure and Approvals • Mining Licence in place since 2016 • Prospecting Licence gr
Slide 11: Adding a Project in an Attractive Mining Jurisdiction
Adding a Project in an Attractive Mining Jurisdiction Fraser Institute Ranking (Botswana) Botswana is a top mining jurisdiction in Africa 2018 2019 2020 2021 2022 • Security of tenure Policy Perceptions Index 94.8 83.5 91.2 74.7 97.8 • No Development Agreement regime • At time of issue of ML the Gov
Slide 12: Merger Rationale
Merger Rationale LOT:ASX OTCQB: LTSRF ACB:ASX
Slide 13: Two Highly Complementary Projects
Two Highly Complementary Projects 1 Production Profile – Kayelekera DFS and Letlhakane potential Letlhakane adds longer-term group production potential • Merger brings together two synergistic projects under a single, African-focused uranium vehicle • Both Kayelekera and Letlhakane are in the same r
Slide 14: Significant Scale Benefits
Significant Scale Benefits… Resources of listed peers2 2 450 Bulking up benefits both companies 400 397 375 • A combined 234Mlbs attributable Mineral Resource base1 350 across two projects Attributable Resource (Mlb) • Combined entity to have one of the largest uranium 300 mineral resources among li
Slide 15: …To Drive Value Re-Rating Potential
…To Drive Value Re-Rating Potential Market Cap listed peers1 2 2.50 2.18 2.00 Immense organic growth potential via near- 1.50 term Kayelekera production coupled with A$bn 1.04 longer-term, large scale Letlhakane 1.00 opportunity 0.63 0.53 0.50 0.29 • Pre-transaction combined market cap significantly
Slide 16: Increased Financing Flexibility
Increased Financing Flexibility 3 Enhanced financial strength through combined platform • Combined group should benefit from the financial strength and stability of the combined project platform • Enhanced ability to fast-track funding and development timelines at both projects • Merged group will h
Slide 17: Highly Credentialled, Focused Team to Drive Growth
Highly Credentialled, Focused Team to Drive Growth Ore Reserve Increase at Mineral Resource Increase at 4 Kayelekera1 Kayelekera1 25 23 60 51.1 20 50 Lotus has significantly improved Kayelekera 40 15 14 • Lotus’s proven uranium expertise will assist in optimizing one of 28.7 Mlb Mlb 30 the world’s l
Slide 18: Key Diversification Benefits
Key Diversification Benefits 5 Two assets diversifies risk • Two geographic project locations but retaining an African- focus – a differentiator from other single asset uranium juniors • Two strategic projects serves as a risk mitigation strategy for Kayelekera future supply scenarios • Potential to
Slide 19: Key Summary
Key Summary Two highly Significant scale Increased Highly Key complementary benefits to drive financing credentialled, diversification projects which value re-rating flexibility to focused team to benefits have significant potential fast-track project drive growth leverage to the development global
Slide 20: Additional materials
A Additional materials LOT:ASX OTCQB: LTSRF ACB:ASX
Slide 21: ESG and Sustainability
ESG and Sustainability Studies show companies with strong ESG performance outperform their peers over the long term. ESG is a key driver of a company's future financial performance Making a real difference in Malawi • Historically Kayelekera contributed 2.6% of GDP • Will be one of the largest emplo
Slide 22: Leadership of Merged Group
Leadership of Merged Group Mr Bowes is a process engineer with ~28 years’ experience in metallurgy, mining operations and project development. He worked in Africa, South America and Australia for some of the world’s major mining houses before moving into the small caps / junior exploration space in
Slide 23: Other Assets - Lotus
Other Assets - Lotus Lotus tenement footprint and prospects in Malawi Lotus’s tenement footprint is extensive, comprising uranium and rare earth element prospects Expanding Kayelekera resource • Resource growth outside current pit Regional uranium exploration • Livingstonia prospect - 90km southeast
Slide 24: Other Assets – A-Cap
Other Assets – A-Cap Wilconi Project Location Map1 Wilconi Nickel Cobalt Project Located in Western Australia • A global Top 5 mining jurisdiction with a skilled workforce • Extensive gold mining activity in the vicinity • Resource largely within granted Mining Lease Merged Entity has a controlling
Slide 25: Consolidated Uranium Resources & Reserves
Consolidated Uranium Resources & Reserves Grade U3O8 U3O8 Project Category Mt (U3O8 ppm) (M kg) (M lbs) 1 – See ASX announcements dated 15 February 2022 and 9 June 2022 Kayelekera Measured 0.9 830 0.7 1.6 for information on the Kayelekera and Livingstonia Mineral Resource Kayelekera Measured – RoM S
Slide 26: Peer Comparison Information – Mineral Resource Estimates
Peer Comparison Information – Mineral Resource Estimates Company Stage Project 100% Resources (Mlbs) Attributable Resources (Mlbs) Information Source Grade (ppm Measured Indicated Inferred Total Attributable Measured Indicated Inferred Total U3O8) A-Cap Energy1 Developer Letlhakane 0.0 42.2 148.1 19
Slide 27: Contacts
CONTACTS Keith Bowes Lotus Resources - Managing Director Level 20 140 St George Tce Perth, WA 6000 Paul Ingram A-Cap Energy – Deputy Chairman 52 Ord Street West Perth, WA 6005