Liontown Resources Rejects Albemarle’s Acquisition Proposal

Highlights:

• Liontown Resources Limited has rejected Albemarle Corporation's ("Albemarle") proposal to acquire all Liontown's shares at a price of AU$2.50 per share.
• Liontown's board and advisers carefully considered the proposal and unanimously decided that it substantially undervalued the company.
• Additionally, Liontown's extensive growth optionality both at Kathleen Valley, including potential early revenue from Direct Shipping Ore ("DSO").

Liontown Resources Limited (ASX: LTR), an Australian lithium company, has rejected Albemarle Corporation's ("Albemarle") unsolicited, conditional, and non-binding indicative proposal to acquire all Liontown's shares at a price of AU$2.50 per share through a scheme of arrangement. Albemarle's proposal was subject to conditions, including regulatory approvals and due diligence to the satisfaction of Albemarle.

Liontown's board and advisers carefully considered the proposal and unanimously decided that it substantially undervalued the company, therefore not being in the best interests of shareholders. The Liontown Board rejected Albemarle's Indicative Proposal following the rejection of earlier non-binding proposals at AU$2.35 per share on 3 March 2023 and AU$2.20 per share on 20 October 2022.

About Liontown Resources

Liontown Resources is an emerging Tier-1 battery minerals producer aiming to be an ESG leader and a globally significant provider of battery minerals for the rapidly growing clean energy market. The company currently controls two significant lithium deposits in Western Australia and aims to expand its portfolio through exploration, partnerships, and acquisitions. Additionally, Liontown looks to participate in downstream value-adding where control of the deposit provides a strong competitive advantage.

Reasons for Rejection

The Liontown Board rejected Albemarle's proposal, noting that it was opportunistic and coincided with recent softness in companies exposed to the lithium sector and the pre-production status of the Kathleen Valley Project. The board observed that the proposal does not reflect Liontown's significado de-risking that has occurred at the Kathleen Valley Lithium Project, with mining operations commencing, construction progressing to schedule, and Liontown remaining on track to deliver first production in mid-2024.

Additionally, Liontown's extensive growth optionality both at Kathleen Valley, including potential early revenue from Direct Shipping Ore ("DSO"), the recently announced 20% increase in plant throughput rate to 3Mtpa, direct future downstream participation, and other expansion opportunities being explored, and its broader portfolio including Buldania were not reflected in Albemarle's proposal. The scarcity value of the Kathleen Valley Lithium Project was also highlighted, with few other lithium assets of this scale, quality, and mine life this close to production in Australia, one of the world's most attractive mining jurisdictions.

The board also noted the positive near-term outlook for existing or new lithium producers underpinned by a forecast growth in global lithium demand of 5x by 2030, with predicted supply deficit that is expected to deliver stronger lithium prices for longer. Furthermore, significant synergies that would be available to Albemarle should it acquire Liontown, given its existing operations in Australia, were not factored into the proposal.

Future Plans

Liontown continues to progress attractive funding options for the remaining capital at the Kathleen

Valley Lithium Project and expects to update the market on this front in the near term. The Liontown Board will keep shareholders and the market fully informed of further developments as appropriate. Shareholders do not need to take further action at this point.

Conclusion

Liontown Resources has rejected Albemarle's proposal to acquire all its shares at a price of $2.50 per share through a scheme of arrangement. The company's board and advisers unanimously determined that the proposal substantially undervalues the company and is not in the best interests of shareholders. Liontown continues to progress attractive funding options

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