Australian Strategic Materials (ASM) M&A announcement summary

Deal rationale and strategic fit

• Creates a near-term, Western-focused, vertically integrated rare earths supply chain, spanning mining, processing, separation, metallisation, and alloying, reducing reliance on China and supporting clean energy, defense, and advanced technologies.

• Combines proven operational records and government-aligned strategy, leveraging Energy Fuels' U.S. presence and critical minerals infrastructure.

• Aligns with the U.S.-Australia Critical Minerals Framework, enhancing access to government and private funding and incentives.

• Provides asset, jurisdiction, and commodity diversification across Australia, Korea, Madagascar, Brazil, and the U.S., with exposure to uranium, rare earths, vanadium, and mineral sands.

• ASM shareholders gain exposure to a larger, diversified group with a robust growth pipeline and continued participation in value creation.

Financial terms and conditions

• ASM shareholders receive 0.053 Energy Fuels shares or CHESS Depositary Interests per ASM share (implied value up to A$1.60/share), plus up to A$0.13/share as a special cash dividend.

• ASM option holders receive A$0.50 cash per option under a concurrent option scheme.

• Total implied equity value for ASM is approximately A$447 million on a fully diluted basis.

• The offer represents a 121% premium to ASM's last closing price and a 133% premium to the 30-day VWAP.

• ASM shareholders will own about 5.8% of the combined group post-closing.

Synergies and expected cost savings

• Dubbo Project can supply intermediate products to White Mesa Mill, reducing capital requirements by up to AUD 200 million.

• Enhanced funding capacity, balance sheet strength, and reduced risk profile through asset, geographic, and commodity diversification.

• ASM shareholders benefit from ongoing participation in a strong growth pipeline, including expansion of rare earth separation and development of world-class assets.