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

About this update from 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 Consensus 1 NAV Base & Battery Metals 19% Iron Ore 22% Other Gold 4% 8% Potash 18% ARR 13% Pro Forma Consensus 2 NAV Iron Ore 15% Base & Battery Metals 42% TSX: ALS OTCQX: ATUSF Altius Consensus NAV as of November 2025 |8 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 $1,250/t SC6 Illustrative Price Basis Expected Lithium Revenue 1 ($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 $2,500 Transaction IRR Sensitivity Estimates 7.4 - 8.2% 9.8 - 10.9% 12.0 - 13.2% 16.1 - 17.5% 19.8 - 21.7% Considerable further upside from both volume and price-based optionality realization potential TSX: ALS OTCQX: ATUSF 1. Revenue Estimates are internal projections based on management expectations. |9 Lithium Price Bottomed in June? Market ǐightening as Grid Based Energy Storage Demand Surges Lithium Carbonate($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 |10 Attention : This is an excerpt of the original content. To continue reading it, access the original document here .

View stock analysis, news, and events for Altius Minerals Corporation