LPI Enters into Binding Scheme Implementation Deed with Codelco for All-Cash A$0.57 Per LPI Share Acquisition

Lithium Power International Limited (ASX: LPI) (“LPI” or the “Company”) is pleased to announce that it has entered into a binding scheme implementation deed (“SID”) with Corporación Nacional del Cobre de Chile (“Codelco”) for the implementation of a scheme of arrangement under which Codelco will acquire 100% of the issued capital of LPI ("Scheme").

HIGHLIGHTS

• LPI has entered into a binding scheme implementation deed with Codelco under which Codelco will acquire 100% of the share capital of LPI by way of a scheme of arrangement.
• Under the terms of the Scheme, LPI shareholders will receive A$0.57 in cash per LPI share.
• The consideration payable under the Scheme implies a fully diluted equity value for LPI of ~A$385 million¹ and represents a significant premium of:
  • 119% to the undisturbed closing share price of A$0.26 per LPI share on 26 September 2023, being the Undisturbed Date; and
  • 136% to the undisturbed 30-day VWAP of A$0.242 per LPI share up to and including the Undisturbed Date.
• The LPI Board unanimously recommends that LPI shareholders vote in favour of the Scheme, in the absence of a superior proposal (as defined in the SID) and subject to the independent expert concluding (and continuing to conclude) that the Scheme is in the best interests of LPI shareholders.
• LPI’s major shareholder, Minera Salar Blanco SpA,² intends to vote its 28.25% shareholding in LPI in favour of the Scheme, in the absence of a superior proposal and subject to the Independent Expert concluding (and continuing to conclude) that the Scheme is in the best interests of LPI shareholders. All members of the LPI Board also intend to vote their LPI shares in favour of the Scheme, subject to the same qualifications.

TRANSACTION SUMMARY

If the Scheme is implemented, each LPI shareholder on the Record Date (as defined in the SID) will receive A$0.57 in cash per LPI share from Codelco pursuant to the Scheme ("Scheme Consideration").

The Scheme Consideration implies a fully diluted equity value for LPI of ~A$385 million1 and represents a significant premium of:

• 119% to the undisturbed closing share price of A$0.26 per LPI share on 26 September 2023, being the trading day prior to the Company’s response to media speculation regarding discussions with Codelco (“Undisturbed Date”); and
• 136% to the undisturbed 30-day volume weighted average price (“VWAP”) of A$0.242 per LPI share up to, and including, the Undisturbed Date.

LPI BOARD RECOMMENDATION

The Board of LPI unanimously recommends that LPI shareholders vote in favour of the Scheme at the shareholder meeting to approve the Scheme, in the absence of a superior proposal and subject to the independent expert concluding (and continuing to conclude) that the Scheme is in the best interests of LPI shareholders.

Subject to those same qualifications, each of the Directors of LPI has confirmed that they intend to vote the LPI shares they directly or indirectly own or control in favour of the Scheme.³

Commenting on the proposed Scheme, LPI’s CEO & Managing Director, Cristobal Garcia- Huidobro, stated:

“The transaction announced today provides LPI shareholders with an opportunity to realise an attractive cash amount of A$0.57 per LPI share, reflecting a compelling premium of ~119% over the closing share price of A$0.26 per LPI share on 26 September 2023, being the trading day prior to LPI's response to media speculation regarding discussions with Codelco. The transaction provides certainty for LPI shareholders when compared to a stand-alone development scenario of the Company’s Maricunga Lithium Project and in the context of an uncertain economic outlook more broadly.

We believe this transaction is a great outcome for LPI shareholders and for other stakeholders including employees, suppliers and the people of Chile, all of whom will benefit from the Maricunga Lithium Project being developed by a large, well-financed and experienced mine developer and producer as Codelco.

The Board believes this transaction reflects the hard work and achievements of the LPI team and the significant progress made in advancing the Maricunga Lithium Project to its current pre- development stage.”

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