Altius Minerals CorporationTSX: ALS

Altius Minerals to Acquire Lithium Royalty Corp. (2025 12 22 LRC Acquisition final)

· Issued by Altius Minerals Corporation

Altius and Lithium Royalty Corp Combine Long-Life, High-Quality Royalty Portfolios

Electricity | Clean Steel | Potash | Copper | Gold | Lithium | Nickel | Cobalt



Legal Disclosures

In connection with the proposed transactions, Altius Minerals Corporation ("Altius Minerals") and Lithium Royalty Corp. ("Lithium Royalty") intend to file materials with Canadian securities regulators on SEDAR+. Lithium Royalty expects to file a management information circular (the "Lithium Royalty Circular") on SEDAR+ in connection with the solicitation of proxies to obtain Lithium Royalty shareholder approval of the proposed transaction.

This presentation is not a substitute for any other document that Altius Minerals or Lithium Royalty may file on SEDAR+ and/or send to their respective securityholders in connection with the proposed transaction. Investors and securityholders are urged to carefully read the Lithium Royalty circular and related documents.

This presentation is provided for informational purposes only.

ǐransaction Summary

Acquisition of LRC for $9.50/share for $520M

Proposed Transaction

Acquire 100% of equity shares (common + convertible) of Lithium

Royalty Corporation ("LRC") in Plan of Arrangement

Consideration

LRC holders can elect to receive $9.50 in cash or 0.24 Altius common shares for each LRC equity share held, up to a maximum of 100% cash (subject to proration to a maximum of 1/3 of the consideration in aggregate being paid in cash) or 100% shares (subject to proration to a maximum of 11.5M shares being issued). If no election is made, Shareholders to receive 1/3 in cash and 2/3 in shares.

Approvals and Conditions

LRC will require 66 2/3% shareholder approval, and majority of minority shareholder approval

No funding condition

Typical non-solicitation, superior proposal and right to match clauses, break fee of $23.4M

Bridge Financing

Subject to completion of definitive documentation, Altius has agreed to provide LRC with a secured bridge loan facility in an aggregate principal amount of up to US$20 million. The Bridge Loan is being provided for general working capital purposes

Support

Voting support agreements representing 85% of the common and convertible shares of LRC have been entered into by Waratah, Riverstone and the directors and officers of Lithium Royalty Corporation

Altius Existing Shareholding

Effective ~8% interest held through interests in Waratah LP structures

Expected Timing

Q1 2026

Altius Shareholder Benefit Highlights

A long-term, counter-cyclical investment in a no-longer-nascent market

Meaningful pro-forma expansion of revenue, EBITDA (and EBITDA margin) and consensus NAV/s



37 royalties (no streams) added to portfolio



Includes royalties on 4 mines that were successfully funded and commissioned during last incentivization cycle (3 completed in 2025) and that are currently ramping up and/or moving into expansion phases



11 additional mine royalties with completed economic studies (6 FS, 5 PEA) and 4 more with published resource estimates



Portfolio assets feature long to ultra-long implied resource lives - a fundamental long-term optionality consideration for Altius - with multi-phase expansions planned for

several key operations



The lithium market continues to mature with demand expected to exceed 1.5Mt LCE in 2025 with continued strong future growth drivers diversified across grid-based storage, transport, consumer products and other emerging battery market applications



Price optionality tailwinds developing as continuing strong demand growth catches up with, and is set to overtake, oversupply from previous cycle



LRC portfolio carefully constructed with exposure to projects that are advantageously positioned for development during next market phase of supply incentivization



Portfolio is well diversified by project type (brine and hard rock) and jurisdictionally weighted towards the Americas and Australia (>90% of estimated value)

Benefits to Lithium Royalty Corporation Shareholders

Broader Pro-Forma Upside Potential

Greater diversity of exposure to commodities with strong fundamentals and cyclical timing attributes:



Copper, potash, U.S. based electricity and high-purity iron ore each feature powerful structural demand growth and emerging supply deficit tailwinds - and are generally still trading below incentivization levels



Complementary average resource life and multi-cycle optionality



Exposure to Altius's deep portfolio of embedded growth optionality as supported by numerous signaled expansions and new developments by proven major operators (arguably the strongest 5 year % revenue growth profile amongst mid to large tier royalty companies)



Exposure to a unique and proven Project Generation business with a history of delivering periodic major wins at low cost and risk



Greater market scale and liquidity - implied proforma capitalization of >C$2 billion; Altius >$1.2 billion traded volume YTD



Strong balance sheet and available financial liquidity offering greater M&A based growth bandwidth as well as ability and conviction to opportunistically increase per share exposure to existing assets and growth through buybacks



Partnering with a shareholder aligned management with a track record of technical acumen, discipline, patience and long-term, per-share focused investment and growth

(>20% share price CAGR over initial 28-year history)

A Deal Nine Years in the Making...

Solidifying a Successful Partnership as Lithium Market Emerges from Nascency

Lithium Carbonate($US)


$90,000/tonne

80,000

70,000

Altius strategic investor in Price peaking at >$80,000/tonne as demand surges, resulting in supply incentivization LRC Initial Public Offering

60,000

50,000

40,000

30,000

founding of LRC with royalty purchase co-participation rights assigned in exchange for technical and structuring support Continued strong compounding demand growth brings market back to balance - with deficits forecast for next several years

20,000

10,000

0

2016 2017

Source: Bloomberg

2018

2019

2020 2021 2022 2023

2024

2025

2026

Altius and LRC agree to combine to form a stronger combined business LRC highly active acquiring royalties with technical and structuring support from Altius; Altius exercises several royalty co-participation options Market temporarily oversupplied due to prior incentivization conditions and project builds - 4 LRC royalty mines commissioned

Base & Battery Metals Segment Bolstered

As Market Deficit Conditions Emerge

Other

Gold 6%

11%

Potash

24%

ARR

18%

Pre-Transaction

Consensus1NAV

Base & Battery

Metals 19%

Iron Ore

22%

Other

Gold 4%

8%

Potash

18%

ARR

13%

Pro Forma

Consensus2NAV

Iron Ore

15%

Base & Battery

Metals 42%





TSX: ALS OTCQX: ATUSF

  1. Altius Consensus NAV as of November 2025

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  2. Pro-Forma Altius NAV based on Altius current Consensus NAV, Consensus Asset value of Lithium Royalty Corporation as of November 2025 and Goulamina at announced transaction value of

US$27M

ǐransaction provides meaningful revenue growth potential

$1,250/t SC6 Illustrative Price Basis

Expected Lithium Revenue1($C)

62

61

60

60

62

56

47

43

36

Revenue

Estimate Range

58

59

59

56

49

55

16

34

39

26

12

$70M

60

50

40

30

20

10

0

2026

2027

2028

2029

2030

2031

2032

2033

2034

2035

SC6 Price

$1,000

$1,250

$1,500

$2,000

$2,500

Transaction IRR Sensitivity Estimates

7.4 - 8.2%

9.8 - 10.9%

12.0 - 13.2%

16.1 - 17.5%

19.8 - 21.7%

Considerable further upside from both volume and price-based optionality realization potential



TSX: ALS OTCQX: ATUSF1. Revenue Estimates are internal projections based on management expectations. |9

Lithium Price Bottomed in June?

Market ǐightening as Grid Based Energy Storage Demand Surges

Lithium Carbonate($US) 6% Spodumene Con. ($US)


$80,000/tonne $6,000/tonne

70,000

60,000

50,000

5,000

4,000

40,000 3,000

30,000

20,000

10,000

2,000

1,000

0

Jan 23 Mar 23 May 23

Source: Bloomberg

Jul 23

Sep 23

Nov 23

Jan 24 Mar 24 May 24 Jul 24 Sep 24 Nov 24 Jan 25 Mar 25 May 25

LCE SC6

Jul 25

Sep 25

0

Nov 25

"Another material demand upgrade coming from our regional team driven by a combination of raising ESS forecasts, along with commercial vehicles; we are now at 3.5Mt LCE in 2030 which is around the top end of consensus, 2) despite reinstating material supply from China / Africa / Australia, our forecast deficits have widened over the near term; this is likely to create a prolonged incentive price environment; and 3) we raise spodumene to $2,000/t by 4Q26 (vs ~$1,100/t spot) and carbonate to $18k/t (spot ~$13.5k/t)." - JP Morgan Equity Research December 17, 2025 (emphasis added)



TSX: ALS OTCQX: ATUSF

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