New Hope (NHC) investor relations material

Transaction terms

• Court-approved scheme offers 0.500 shares per Malabar share, currently valued at $2.92 each; fully diluted equity value is $1.8bn.

• Pro forma ownership: existing shareholders ~79%, Malabar shareholders ~21%; Malabar represents ~29% of the combined business on a 100% basis.

• Both boards unanimously support the scheme; Malabar’s board recommends shareholders vote in favour, subject to the stated conditions.

• Conditions include Malabar shareholder and court approvals, an independent expert’s best-interests conclusion, and customary regulatory approvals including Japan Fair Trade Commission approval.

• Implementation targeted for February/March 2027; indicative shareholder meeting timing is January/February 2027.

Portfolio and production

• Maxwell’s interest would rise from 25.97% to 100%; the mine has 2,320Mt of resources, FY26 saleable production of 0.6Mt, and a 5.5Mtpa long-term target.

• Maxwell targets first-quartile costs for premium thermal coal, with potential to produce semi-soft coking coal; approved mine life exceeds 20 years.

• Attributable resources increase 82% to ~5.2Bt; weighted average export energy is ~5,970 kcal/kg NAR.

• Bengalla is an 80% joint venture with FY26 saleable production of 8.2Mt; New Acland recorded 3.3Mt, with long-term targets of 8.4Mt and 5.0Mt, respectively.

Strategic and financial benefits

• Operating opportunities include product blending, customer relationships, rail and port efficiencies, shared services, operational expertise, capital support and potential tax efficiencies.

• Pro forma liquidity is ~$840m and net gearing ~3%; the all-scrip structure is intended to support growth investment while maintaining shareholder returns.

• Post-completion capital management may include refinancing Malabar’s existing debt facilities using the combined business’s cost of capital.

• Malabar shareholders gain ASX-listed liquidity, broader asset exposure and retained exposure to Maxwell and its extension projects.