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Lithium South AGSM Update

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Executive Summary
- Lithium South will seek shareholder approval to sell its wholly‑owned subsidiary NRG Metals Argentina S.A. to POSCO Argentina S.A.U. (99%) and POSCO Holdings Inc. (1%) for a total cash consideration of US$65 million.
- If approved, the net proceeds from the sale will be distributed to securityholders under a Going‑Private Arrangement, effectively taking Lithium South private.
- The Board views the transaction as the most attractive option to provide immediate liquidity and avoid further dilution or financing risk; failure to obtain approval could force a restructuring involving share consolidation or additional financing.
Key Details
- Sale of Subsidiary: 100% of NRG Metals Argentina S.A. (Lithium South’s subsidiary) → POSCO Argentina S.A.U./POSCO Holdings Inc.
- Consideration: US$65,000,000 cash payable to Lithium South at closing.
- Shareholder Action Required:
- Special resolution to approve the sale.
- Subsequent special resolution to approve the Going‑Private Arrangement and distribution of net proceeds to securityholders.
- Meeting Information: Annual and Special Meeting of Securityholders scheduled for February 19, 2026; meeting materials mailed on January 29, 2026 and available on SEDAR+.
- Voting Instructions: Provided for registered shareholders (online at investorvote.com or telephone) and non‑registered shareholders (online at proxyvote.com or via broker).
- Record Date: January 5, 2026 – 127,315,312 common shares issued and outstanding.
- Strategic Rationale: Sale provides immediate liquidity, avoids dilution from further financing, and reflects Board’s conclusion after a multi‑year strategic review; no competing offers received.
- Contingency if Not Approved: Potential corporate restructuring, including share consolidation and/or additional private placement or debt offering to fund the HMN Project.
Notable Quotes
“The Sale of Subsidiary provides immediate liquidity and value certainty at an attractive valuation, avoids the risks and dilution associated with further development financing, and reflects the culmination of a thorough, multi‑year strategic review process.” – Adrian F. C. Hobkirk, President & CEO
This release contains forward‑looking statements regarding the proposed transaction and its expected benefits.
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May 28, 2026 · 13:27