Latin Resources (LRS) M&A Announcement summary

Deal rationale and strategic fit

• Pilbara Minerals acquires 100% of Latin Resources via an all-share transaction, securing the Salinas Lithium Project in Brazil and diversifying its portfolio with a second Tier 1, low-cost, hard rock lithium asset.

• The deal is counter-cyclical, leveraging a low point in the lithium price cycle to secure a high-quality asset and expand into North American and European battery markets.

• Latin Resources shareholders gain immediate premium, de-risked exposure to Salinas' development, and ongoing participation in Pilbara Minerals' broader lithium business.

• Salinas project offers low-cost, scalable production potential and near-term optionality, leveraging Pilbara's technical expertise to de-risk development.

• Pilbara Minerals' strategy focuses on sustainable battery materials, operational excellence, and geographic diversification.

Financial terms and conditions

• All-share transaction: Latin shareholders receive 0.07 Pilbara shares per Latin share, implying a 32% premium to 30-day VWAP and 57% to 10-day VWAP, with an implied offer price of ~A$0.20 per share.

• Pilbara shareholders will own ~93.6% and Latin shareholders ~6.4% of the combined group post-transaction.

• Pilbara Minerals to provide a A$10 million loan facility to Latin Resources for working capital and early works, repayable based on Scheme outcome.

• Pro-forma market capitalisation of A$9.2bn and combined Mineral Resources of 14.1Mt LCE.

• The transaction is unanimously recommended by Latin's board, subject to customary conditions, independent expert approval, and Court approval.

Synergies and expected cost savings

• Pilbara's technical expertise and funding capacity expected to de-risk and optimize Salinas' development, leveraging operational know-how from Pilgangoora.

• Integration of mining and processing IP, including potential use of Calix electric calcination and midstream technology, to enhance project value and market reach.

• Salinas is expected to add ~20% to Pilbara's Mineral Resources and contribute up to ~30% of pro-forma steady state production at competitive costs.

• Potential for operational efficiencies and cost competitiveness at Salinas, leveraging Pilbara's experience.

• Enhanced market positioning and increased liquidity for Latin shareholders.