Announcement PDF DRIVING LITHIUM DISCOVERY & DEVELOPMENT EQUITY RAISING PRESENTATION Not for release to US wire services or distribution in the United States IMPORTANT NOTICES AND DISCLAIMER Disclaimer You must read the following notices before reading or making any use of this document or any information contained in this document. By continuing to read, use or otherwise act on this document, you agree to be bound by the following terms and conditions, including any modifications to them. This presentation (Presentation) has been prepared by Delta Lithium Limited (ACN 107 244 039) (ASX:DLI) (the Company or Delta) in relation to Delta’s proposed fully underwritten pro-rata accelerated non-renounceable entitlement offer of new Delta shares (New Shares) to be made to eligible institutional shareholders of Delta (Institutional Entitlement Offer) and eligible retail shareholders of Delta (Retail Entitlement Offer) under section 708AA of the Corporations Act 2001 (Cth) (Corporations Act) as modified by ASIC Corporations (NonTraditional Rights Issues) Instrument 2016/84 (Entitlement Offer or Equity Raising). Summary information This Presentation contains summary information about the Company and its activities current as at 13 November 2023. The information in this Presentation is of a general nature and does not purport to be complete nor does it contain all information which a prospective investor may require in evaluating a possible investment in the Company or that would be required in a prospectus or product disclosure statement prepared in accordance with the requirements of the Corporations Act. The historical information in this Presentation is, or is based on, information that has been released to the ASX. This Presentation should be read in conjunction with the Company's other periodic and continuous disclosure announcements lodged with the ASX, which are available at www.asx.com.au. Any market and industry data that may be used in connection with this Presentation may have been obtained from research, surveys or studies conducted by third parties, including industry or general publications. None of the Company, its representatives or advisers have independently verified that market or industry data provided by third parties or industry or general publications. Statements made in this Presentation are made only as at the date of this Presentation. The information in this Presentation remains subject to change without notice. The Company reserves the right to withdraw the Equity Raising or vary the timetable for the Equity Raising without notice. Not an offer This Presentation is not an offer or invitation to acquire New Shares or any other financial products and is not a prospectus, product disclosure statement or other offering document under Australian law (and will not be lodged with ASIC) or any other law. This Presentation is for information purposes only and is not an invitation or offer of securities for subscription, purchase or sale in any jurisdiction. This Presentation is not and should not be considered an offer or an invitation to acquire the New Shares or any other financial products and does not and will not form any part of any contract for the acquisition of the New Shares. DELTA LITHIUM | CORPORATE UPDATE Not financial product advice This Presentation does not constitute financial product or investment advice or any recommendation to acquire New Shares or accounting, legal or tax advice. It has been prepared without taking into account the objectives, financial or tax situation or needs of individuals. Before making an investment decision, prospective investors should consider the appropriateness of the information having regard to their own objectives, financial and tax situation and needs and obtain legal and taxation advice appropriate to their jurisdiction. Delta is not licensed to provide financial product advice in respect of the New Shares or any other financial products. Cooling off rights do not apply to the acquisition of New Shares under the Equity Raising. Investment risk An investment in the New Shares is subject to investment and other known and unknown risks, some of which are beyond the control of Delta including loss of income and principal invested. The Company does not guarantee any particular rate of return or performance or any particular tax treatment. Persons should have regard to the risk factors detailed in Appendix A of this Presentation. Effect of rounding A number of figures, amounts, percentages, estimates and calculations of value in this Presentation are subject to the effect of rounding. Past performance Investors should note that past performance and pro forma financial information given in this Presentation is given for illustrative purposes only and should not be relied on as (and is not) an indication of Delta’s views on its future financial performance or condition. Prospective investors should note that past performance, including past share price performance, of Delta cannot be relied on as an indicator of (and provides no guidance as to) future performance including future share price performance. The historical information in relation to Delta included in this Presentation is, or is based on, information that has previously been released to the market. Forward-looking Statements and aspirational targets Some statements in this Presentation regarding estimates or future events are forward-looking statements. They include indications of, and guidance on, future matters. Forward-looking statements include, but are not limited to, statements preceded by words such as “planned”, “expected”, “projected”, “estimated”, “may”, “scheduled”, “intends”, “anticipates”, “believes”, “potential”, “could”, “nominal”, “conceptual” and similar expressions. Forwardlooking statements, opinions and estimates included in this Presentation are based on assumptions and contingencies which are subject to change without notice, as are statements about market and industry trends, which are based on interpretations of current market conditions. 2 IMPORTANT NOTICES AND DISCLAIMER Forward-looking statements are provided as a general guide only and should not be relied on as a guarantee of future performance. Forward-looking statements may be affected by a range of variables and risks that could cause actual results to differ from anticipated results and may cause Delta’s actual performance and results (and other forward-looking statements) to materially differ from any projections of future performance or results expressed or implied by such forward-looking statements. Readers should not place undue reliance on such forward-looking information. There can be no assurance that forward-looking statements will prove to be correct This Presentation may include aspirational targets. These targets are based on management’s expectations and beliefs concerning future events as of the time of the release of this Presentation. Targets are necessarily subject to risks, uncertainties and other factors, some of which are outside the control of Delta that could cause actual results to differ materially from such statements. No Liability Neither the Joint Lead Managers, the Underwriter nor their related bodies corporate and affiliates, and each of its respective officers, directors, partners, employees, consultants, contractors, agents and advisers (Beneficiaries), have authorised, permitted or caused the issue or lodgement, submission, dispatch or provision of this announcement and nor do they make any recommendation as to whether any potential investor should participate in the Entitlement Offer. There is no statement in this announcement which is based on any statement made by the Joint Lead Managers, the Underwriter or any other Beneficiary. To the maximum extent permitted by law, the Joint Lead Managers, the Underwriter and the Beneficiaries expressly disclaim all liabilities (including for fault, negligence, or negligent misstatement) in respect of, and take no responsibility for, any part of this announcement, and make no representation or warranty (whether express or implied) regarding any part of this announcement, including as to the fairness, currency, accuracy, timeliness, reliability or completeness of any information in this announcement (including the accuracy, likelihood of achievement or reasonableness of any forecast returns, yields, future income or other statements in relation to future matters nor that the Information or this website contains all material information about Delta or which a prospective investor may require in evaluating a possible investment in Delta). Neither the Joint Lead Managers, the Underwriter nor the Beneficiaries make any recommendation as to whether any potential investor should participate in the Entitlement Offer. Further, neither the Joint Lead Managers, the Underwriter or the Beneficiaries accept any fiduciary obligations to or duty of care to or relationship with any investor or potential investor in connection with the Entitlement Offer or otherwise, and by accessing this announcement each recipient expressly disclaims any such fiduciary relationship and agrees that it is responsible for making its own independent judgements with respect to the Entitlement Offer and any other transaction or other matter arising in connection with this announcement. The Joint Lead Managers, the Underwriter and the Beneficiaries may, from time to time, have interests in the new securities under the Entitlement Offer or other securities of Delta, including providing corporate advisory or other financial advisory services to Delta and/or managing the offering of such New Shares under the Entitlement Offer. Further, they may have long or short positions in, act as market maker or buy or sell those securities or associated derivatives as principal or agent. Such persons may receive fees or other benefits for engaging in these activities. DELTA LITHIUM | CORPORATE UPDATE A Beneficiary may act as a lender and/or counterparty to Delta or its affiliates and may or now in the future provide financial accommodation or services to Delta or its affiliates. Determination of eligibility of investors Determination of eligibility of investors for the purposes of the Entitlement Offer is determined by reference to a number of matters, including legal and regulatory requirements, logistical and registry constraints and the discretion of Delta and/or the Joint Lead Managers. To the maximum extent permitted by law, Delta, the Joint Lead Managers, and the Beneficiaries each disclaim any duty or liability (including, without limitation, any liability arising from fault, negligence or negligent misstatement) in respect of the exercise of that discretion or otherwise. The Joint Lead Managers may rely on information provided by or on behalf of institutional investors in connection with managing, conducting or underwriting the Entitlement Offer without the Joint Lead Managers or the Beneficiaries having independently verified that information and the Joint Lead Managers and the Beneficiaries do not assume responsibility for the fairness, currency, accuracy, timeliness, reliability or completeness of the information (including the accuracy, likelihood of achievement or reasonableness of any forecast returns, yields, future income or other statements in relation to future matters nor that the Information or this website contains all material information about Delta or which a prospective investor may require in evaluating a possible investment in Delta). Trademarks This Presentation may contain trademarks, trade names and copyrights of other companies, which are the property of their respective owners. Solely for convenience, some of the trademarks, trade names and copyrights referred to in this Presentation may be listed without the © or ® symbols, but Delta asserts, to the fullest extent under applicable law, the rights of the applicable owners, if any, to these trademarks, trade names and copyright. International selling restrictions This Presentation does not constitute an offer to sell, or a solicitation of an offer to buy, any securities in any jurisdiction. The distribution of this presentation and the offer of securities is restricted in jurisdictions outside Australia. See Appendix B of this Presentation for more information. Any failure to comply with such restrictions could constitute a violation of applicable securities laws. In particular, this Presentation may not be released to US wire services or distributed in the United States. This Presentation has been prepared for publication in Australia and may not be released to US wire services or distributed in the United States. This Presentation does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United States or any other jurisdiction. Any securities described in this Presentation have not been, and will not be, registered under the US Securities Act of 1933 and may not be offered or sold in the United States except in transactions exempt from, or not subject to, the registration requirements of the US Securities Act and applicable US state securities laws. By accepting this Presentation you represent and warrant that you are entitled to receive the Presentation in accordance with these restrictions and agree to be bound by their limitations. 3 IMPORTANT NOTICES AND DISCLAIMER Competent Person Statement JORC and Listing Rules Compliance Statement Information in this Presentation that relates to exploration results is based upon work undertaken by Mr. Charles Hughes, a Competent Person who is a Member of the Australasian Institute of Mining and Metallurgy (AUSIMM). Mr. Hughes has sufficient experience that is relevant to the style of mineralisation and type of deposit under consideration and to the activity which he is undertaking to qualify as a ‘Competent Person’ as defined in the 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’ (JORC Code). Mr. Hughes is an employee of Delta Lithium Limited and consents to the inclusion in this announcement of the matters based on his information in the form and context in which it appears. Past Exploration results and Mineral Resource estimates reported in this Presentation have been previously prepared and disclosed by Delta Lithium in accordance with the JORC Code. The information in this Presentation that relates to: • exploration results are extracted from Delta's ASX announcements of: a) 19 October 2022 and entitled “Maiden Lithium Mineral Resource Estimate at Mt Ida“, and for which the consent of the Competent Person, Mr Matthew Boyes, was obtained; b) 20 January 2023 “Outstanding assays returned from initial Yinnetharra Lithium drill hole”, and for which the consent of the Competent Person, Mr Charles Hughes, was obtained; c) 25 January 2023 entitled "Best intercept to date at Mt Ida Lithium Project", and for which the consent of the Competent Person, Mr Charles Hughes, was obtained; d) 27 February 2023 entitled "Yinnetharra results confirm extensive near surface strike", and for which the consent of the Competent Person, Mr Charles Hughes, was obtained; e) 3 April 2023 entitled "Scale of the Yinnetharra Project continues to grow", and for which the consent of the Competent Person, Mr Charles Hughes, was obtained; f) 24 April 2023 entitled "NEW MT IDA DISCOVERY 90 METRES AT 0.95% Li2O", and for which the consent of the Competent Person, Mr Charles Hughes, was obtained; g) 8 May 2023 entitled "Further shallow thick high-grade Lithium from Yinnetharra", and for which the consent of the Competent Person, Mr Charles Hughes, was obtained; h) 14 June 2023 entitled “More exciting lithium drill results at Yinnetharra and Mt Ida”, and for which the consent of the Competent Person, Mr Charles Hughes, was obtained; i) 23 June 2023 entitled “Stunning new drilling results from Yinnetharra”, and for which the consent of the Competent Person, Mr Charles Hughes, was obtained; j) 4 July 2023 entitled “Further exceptional results from Yinnetharra”, and for which the consent of the Competent Person, Mr Charles Hughes, was obtained; k) 8 August 2023 entitled "Drilling update for Mt Ida Lithium", and for which the consent of the Competent Person, Mr Charles Hughes, was obtained; l) 21 August 2023 entitled “Excellent Yinnetharra Initial Metallurgical Results and Drilling Update” and for which the consent of the Competent Person, Mr Charles Hughes, was obtained; and m) 4 September 2023 entitled “High grade gold results offer complementary cashflow opportunity at Mt Ida” and for which the consent of the Competent Person, Mr Charles Hughes, was obtained; and n) 3 October 2023 entitled “Mt Ida Lithium Project Mineral Resource Estimate upgrade” and for which the consent of the Competent Person, Mr Charles Hughes, was obtained, o) 11 October 2023 entitled “Mt Ida Maiden Gold Mineral Resource Estimate” and for which the consent of the Competent Person, Mr Charles Hughes, was obtained, and • mineral resource estimates are extracted from Delta's ASX announcement dated 19 October 2022 and entitled “Maiden Lithium Mineral Resource Estimate at Mt Ida“, and for which the consents of the Competent Persons, Ms Justine Tracey and Mrs Christine Standing, were obtained and the 3 October 2023 entitled “Mt Ida Lithium Project Mineral Resource Estimate upgrade” , and for which the consent of the Competent Persons, Ms Susan Havlin and Dr Andrew Scogings was obtained. The Company confirms that it is not aware of any new information or data that materially affects the information included in these market announcements. The Company confirms that the form and content in which the Competent Person’s findings are presented here have not been materially modified from the original market announcements, and all material assumptions and technical parameters underpinning Mineral Resource Estimates in the relevant market announcement continue to apply and have not materially changed. Refer to www.deltalithium.com.au for details on past exploration results and Mineral Resource estimates. JORC Code differs from reporting requirements in other countries It is a requirement of the ASX Listing Rules that the reporting of ore reserves and mineral resources in Australia comply with the JORC Code. Investors outside Australia should note that while ore reserve and mineral resource estimates of the Company in this Presentation comply with the JORC Code, they may not comply with the relevant guidelines in other countries and, in particular, do not comply with (i) National Instrument 43 101 (Standards of Disclosure for Mineral Projects) of the Canadian Securities Administrators or (ii) Item 1300 of Regulation S-K, which governs disclosure of mineral reserves in registration statements filed with the US Securities and Exchange Commission. Information contained in this presentation describing mineral deposits may not be comparable to similar information made public by companies subject to the reporting and disclosure requirements of other countries. You should not assume that quantities reported as “resources” in this presentation will be converted to reserves under the JORC Code or any other reporting regime or that Delta Lithium will be able to legally and economically extract them. DELTA LITHIUM | CORPORATE UPDATE 4 RAPID DEVELOPMENT OF WA LITHIUM ASSETS Our Team Experienced resource professionals with Life of Mine vision Mt Ida Phase 1 Mining Approved JORC 14.6Mt @ 1.2% Li20 Indicated Resource ↑136% to 7.8Mt DELTA LITHIUM | CORPORATE UPDATE Major Shareholders Location Substantial investments by proven lithium miners, multinationals and investors Projects located in Western Australia the hard-rock lithium capital of the World Yinnetharra Upcoming Catalysts Large ongoing exploration and resource definition drilling programs Early metallurgy produced clean spodumene concentrate Extensive on-going exploration Mining Studies Progressing Yinnetharra maiden Lithium Resource 5 EXECUTIVE SUMMARY Equity Raising Introduction Delta is undertaking a $70.2 million equity raising to execute on its growth strategy and enable rapid development • Leading lithium development company with key assets in strategic regions of Western Australia • Delta is focused on rapidly advancing the Mt Ida Lithium Project towards FID, whilst conducting a significantly enhanced exploration program at the highly prospective Yinnetharra Lithium Project • Delta is well positioned to play a material role in the evolving WA lithium industry • Delta has strong and aligned business partners that assist with project delivery • Significant JORC Resources of 14.6Mt @ 1.2% Li2O1 • Fully underwritten2 2-for-7 pro-rata accelerated non-renounceable entitlement offer to raise gross proceeds of A$70.2m (“Entitlement Offer”) Offer price of $0.46 per share, represents a 11.5% discount to last close on 10/11/23 and 9.2% discount to the theoretical ex-rights price3 (“TERP”) Major shareholders of Delta, Mineral Resources Limited4 (17.4%), and Hancock Prospecting (4.6%), have each indicated that they intend to take up their full entitlement in the Institutional Entitlement Offer Additionally, Mineral Resources Limited (“Underwriter”) has agreed to underwrite the Entitlement Offer, subject to the terms of the underwriting agreement 2 Proceeds from the Entitlement Offer are to be applied to exploration and development activities and general working capital • • • • Notes: 1. Refer to Appendix C of this Presentation for details regarding the Company’s mineral resource estimates. 2. Refer to Appendix D of this Presentation for a summary of the terms and conditions of the underwriting agreement. 3. The theoretical ex-rights price (TERP) is a theoretical price at which Delta shares should trade at immediately after the ex-date for the Equity Raising. TERP is a theoretical calculation only and the actual price at which Delta shares trade immediately after the ex-date for the Equity Raising will depend on many factors and may not be equal to TERP. The TERP is calculated by reference to Delta’s closing price of $0.52 per share on 10/11/23. 4. Including its affiliates. DELTA LITHIUM | CORPORATE UPDATE 6 CORPORATE OVERVIEW CURRENT OFFER PRO FORMA SHARES ON ISSUE 533.8M 152.5M 686.3M PERFORMANCE RIGHTS 15.7M - 15.7M OPTIONS 25.8M - 25.8M MARKET CAP A$278M1 - A$348M3 CASH A$63M2 A$70.2M A$133M4 Notes: 1. As at Friday, 10 November 2023. 2. As at 31 October 2023. 3. Market capitalisation post offer (at TERP $0.507) 4. Before costs of the offer ABN: 67 107 244 39 ASX: DLI deltalithium.com.au 52.6% 1.8% BOARD MAJOR SHAREHOLDERS 13.6% 17.4% 14.6% DELTA LITHIUM | CORPORATE UPDATE 7 BOARD AND KEY MANAGEMENT BOARD OF DIRECTORS Chris Ellison James Croser Steve Kovac Non-Executive Chairman Managing Director Non-Executive Director • 40+ years experience in the Australian mining and resources sector • Founder of leading $14 billion diversified resources company Mineral Resources • 20+ years operational, technical and management experience in the Australian mining sector • Engineering background • Current CEO of Idemitsu Australia • 23+ years experience in the mining sector • Held Senior Management and Executive level roles for the past 14 years Joshua Thurlow Tim Manners Nader El Sayed Non-Executive Director Non-Executive Director Non-Executive Director • 20+ years experience in mining and resources across Asia Pacific, Africa & North America • Background in corporate strategy, social responsibility, business development and growth and operations leadership • 25+ years experience in corporate finance, accounting and business development functions in the resources sector • Held senior financial positions in various sectors including precious and base metals, industrial minerals and bulk commodities • Current CEO of Multiplant Holdings – a mining and civil services provider • Background in risk management, corporate governance, strategy and finance DELTA LITHIUM | CORPORATE UPDATE 8 BOARD AND KEY MANAGEMENT KEY MANAGEMENT PERSONNEL Jeremy Sinclair Daniel Taylor Chief Operating Officer Chief Marketing Officer • Highly experienced mining executive across various commodities • Significant experience in strategic planning, mining planning, project development, operations, health and safety, and performance improvement • 20+ years experience in international sales, marketing, shipping and business development • Previously negotiated and secured significant joint ventures and offtake-related project finance • Multi-commodity, global experience Charles Hughes Peter Gilford Chief Geologist Chief Financial Officer and Company Secretary • 15+ years geology experience in the mining industry • A motivational leader who has previously held senior positions in exploration and mining across Australia • Experienced in managing large development teams. • Brownfields and greenfields mineral discoveries • 20+ years experience in financial management, mergers & acquisitions, debt & equity funding, accounting, taxation and ASX compliance • Previous experience working within mining contracting, exploration and construction companies DELTA LITHIUM | CORPORATE UPDATE 9 EQUITY RAISING OVERVIEW DELTA LITHIUM | CORPORATE UPDATE 10 DETAILS OF THE ENTITLEMENT OFFER Offer Structure • • Fully underwritten1 2-for-7 pro-rata accelerated non-renounceable entitlement offer to raise gross proceeds of $70.2m Approximately 152.5m new fully paid ordinary shares (“New Shares”) to be issued, representing approximately 28.6% of the current issued capital • Offer price of $0.46 per New Share (“Offer Price”), represents a: ‒ 9.2% discount to the Theoretical ex-rights price2 of $0.507 per share ‒ 11.5% discount to the last close price on Friday, 10 November 2023 of $0.52 ‒ 17.0% discount to the 5-day VWAP of $0.56 per share up to and including 10 November 2023 • • • • • Offer comprises an accelerated institutional entitlement offer (“Institutional Entitlement Offer”) and a non-accelerated retail entitlement offer (“Retail Entitlement Offer”) In addition to their entitlements, eligible shareholders3 may apply for up to an additional 100% of their entitlements via an oversubscription facility New Shares not subscribed for under the Institutional Entitlement Offer will be placed in an institutional bookbuild (“Institutional Bookbuild”) Mineral Resources Limited has agreed to underwrite the Entitlement Offer, subject to the terms of the underwriting agreement1 The Entitlement Offer is non-renounceable and entitlements will not be tradable or otherwise transferable • New Shares issued under the Offer will be rank equally with existing shares on issue • Major shareholders of Delta, Mineral Resources Limited4 (17.4%) and Hancock Prospecting (4.6%), have each indicated that they intend to take up their full entitlements in the Institutional Entitlement Offer • Bell Potter Securities Limited and Canaccord Genuity (Australia) Limited acting as Joint Lead Managers and Joint Bookrunners to the Entitlement Offer Offer Price Offer Details Ranking Shareholder Support Joint Lead Managers Notes: 1. Refer to Appendix D of this Presentation for a summary of the terms and conditions of the underwriting agreement. 2. The theoretical ex-rights price (TERP) is a theoretical price at which Delta shares should trade at immediately after the ex-date for the Equity Raising. TERP is a theoretical calculation only and the actual price at which Delta shares trade immediately after the ex-date for the Equity Raising will depend on many factors and may not be equal to TERP. The TERP is calculated by reference to Delta’s closing price of $0.52 per share on 10/11/23. 3. Please refer to the Company’s ASX announcement dated 10 November 2023 for details of eligible institutional shareholders and eligible retail shareholders. 4. Including its affiliates. DELTA LITHIUM | CORPORATE UPDATE 11 SOURCES AND USES Exploration Extensive drill program at Yinnetharra, increasing to 8 rigs Maiden Resource at Yinnetharra Continue to define resource at Mt Ida Resource updates at Yinnetharra and Mt Ida Studies Project Site Infrastructure Exploration camp improvements and road accesses Post capital raising, Delta will be fully funded through to FID at Mt Ida and a scoping study at Yinnetharra Sources $M % of Total Entitlement Offer 70 53% Growth opportunities Existing Cash2 63 47% Other1 Total sources 133 100% Business Development Corporate costs and working capital Uses Corporate Overheads Exploration 72 54% Working Capital requirements Site Infrastructure 12 9% Studies 17 13% Business Development 18 13% Feasibility Study at Mt Ida Corporate, Admin, Offer Costs & Working Capital 14 11% Project metallurgy Total uses 133 100% Scoping Study at Mt Ida Heritage surveys at Yinnetharra Environmental survey and studies at Yinnetharra Costs of the offer Scoping Study at Yinnetharra Notes: 1. The Company has a current liability of $10M for deferred consideration in relation to the acquisition of Electrostate Limited and the Yinnetharra project. The amount is not yet payable nor has a decision been made as to whether the Company will pay cash rather than issue shares. DELTA LITHIUM | CORPORATE UPDATE 2. As at 31 October 2023 12 INDICATIVE TIMETABLE Institutional Entitlement Offer and Institutional Bookbuild Offer announcement Monday, 13 November 2023 Institutional Offer Opens Monday, 13 November 2023 Institutional Offer closes (5.00pm AWST) Tuesday 14 November 2023 Settlement of New Shares under the Institutional Entitlement Offer and Institutional Bookbuild Monday, 20 November 2023 Allotment and commencement of trading of New Shares issued under the Institutional E