Bannerman Energy (BMN) Status update summary

Transaction Overview and Strategic Partnership

• Secured a binding joint venture with CNNC Overseas Limited (CNOL), providing up to US$321.5 million (US$294.5 million direct investment plus up to US$27 million reimbursement) for a 45% JV interest, fully funding construction of the Etango uranium project in Namibia.

• Bannerman retains 55% ownership and majority board control, ensuring strategic direction and operational leadership, with CNOL acquiring a 45% stake and life-of-mine offtake for 60% of production at market-based prices.

• The partnership delivers a debt-free execution pathway, lowers financial and execution risk, and positions the business for long-term production and expansion.

• The transaction followed a two-year global financing process, deemed superior to equity or debt alternatives, and is targeted for completion by mid-2026, with a long stop date of 30 September 2026.

• CNNC, a global nuclear leader, brings technical expertise, operational experience, and access to Chinese and global nuclear fuel markets.

Financial Structure and Project Funding

• The US$353 million pre-production capital cost is covered by the CNNC investment, prior expenditures, and additional JV contributions, with about $80 million structured as a shareholder loan and the remainder as equity.

• Both partners will fund future capital and operating costs pro rata to their equity interests, maintaining balance sheet strength and financial flexibility.

• Any additional JV funding needs are expected to be modest and manageable from existing reserves.

• The structure enables a debt-free execution pathway, avoiding the constraints and risks of traditional debt financing.

Offtake and Marketing Flexibility

• CNNC secures a life-of-mine offtake for 60% of Etango's uranium output, priced using a blend of spot and term uranium price indices, with no price floors or ceilings, maximizing leverage to uranium price upside.

• Bannerman retains full control and confidentiality over the marketing of the remaining 40%, enabling independent customer relationships and future business growth.

• Favorable payment terms from CNNC allow for rapid cash flow post-production, significantly reducing working capital requirements compared to standard utility contracts.

• Delivery timing into CNNC offtake is flexible to maximize value, and product allocation is subject to annual independent audit.