Winsome Resources (WR1) Investor Presentation summary

Transaction overview

• Li-FT Power will acquire 100% of Winsome Resources via a share scheme, with Winsome shareholders receiving 0.107 new Li-FT shares per Winsome share, implying a 62% premium to Winsome's last closing price and a 68% premium to its 20-day VWAP as of December 8, 2025.

• Post-acquisition, Li-FT shareholders will own 64.7% and Winsome shareholders 35.3% of the combined company on a fully diluted basis.

• Li-FT will also acquire a 75% controlling interest in the Galinée property, purchasing 50% from Azimut and 25% from SOQUEM, with consideration including shares, cash, and a 1.4% NSR.

• The combined company will be dual-listed on the TSXV and ASX, with strategic support from Avenir Minerals.

• The transaction is subject to shareholder, court, and regulatory approvals, as well as completion of concurrent financings and the Galinée acquisition.

Strategic rationale and benefits

• Combining Adina and Galinée is expected to significantly enhance project scale, resource base, and economics, with potential for further expansion.

• The transaction is supported by key shareholders and directors, with intentions to vote in favor and a mutual break fee in place.

• Li-FT shareholders gain portfolio growth, diversification, and accretive value, while Winsome shareholders receive a substantial premium and exposure to a broader asset base.

• The combined entity will have increased market capitalization, analyst coverage, and access to capital, improving its ability to pursue growth and processing opportunities.

• Enhanced capital markets profile through dual listing and a deep institutional share registry.

Asset portfolio and development plans

• The combined portfolio includes the Yellowknife Project (50.4 Mt at 1.00% Li₂O inferred), Adina-Galinée (Adina: 61.4 Mt at 1.14% Li₂O indicated, 16.5 Mt at 1.19% Li₂O inferred), and other Canadian lithium assets.

• Adina is a near-surface, hard rock spodumene deposit with significant growth potential and simple, low-cost processing flowsheet.

• A 30,000m drill campaign is planned for 2026 to delineate Galinée resources and upgrade Adina resource categories, with a combined resource estimate and feasibility study to follow.

• Yellowknife offers strong infrastructure, high-quality concentrate, and expansion potential, with 79% recovery and 5.83% Li₂O concentrate grade.

• The combined company will leverage established transport infrastructure and proximity to processing and export hubs.