LOTUS RESOURCES LIMITED - M&A Activity 2023

A-Cap Energy Limited ASX:ACB ABN 28 104 028 542 Phone +61 8 6383 7836 52 Ord Street [email protected] West Perth WA 6005 acapenergy.com

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ASX Release

11 September 2023

Update on A-Cap’s merger with Lotus Resources

A-Cap Energy Limited (ASX:ACB) ( A-Cap or the Company ) is pleased provide an update in rela�on to the share and op�on schemes of arrangement between A-Cap and its shareholders and listed op�on holders, as applicable, ( Schemes ) pursuant to which Lotus Resources Limited ( Lotus ) would acquire 100% of A-Cap issued shares and listed op�ons.[ 1]

INDICATIVE TIMETABLE AND NEXT STEPS

Investments Commission ( ASIC ) for review and the first court hearing before the Federal Court of Australia for orders to convene the share scheme mee�ng and op�on scheme mee�ng ( Scheme Mee�ngs ) is scheduled to be heard on Friday, 15 September 2023.

In the event that the Federal Court makes the orders sought to convene the Scheme Mee�ngs, and assuming also that the Scheme Booklet has been registered by ASIC, it is an�cipated that the Scheme Booklet will be publicly released via separate ASX announcement on either Friday 15 September or Monday 18 September, and despatched to A-Cap shareholders and listed op�on holders shortly therea�er.

The directors of A-Cap con�nue to unanimously recommend that A-Cap shareholders and listed op�on holders vote in favour of the Schemes, subject to no superior proposal emerging and, in respect of the share scheme, the independent expert con�nuing to conclude that the share scheme is in the best interests of A-Cap shareholders and, in respect of the op�on scheme, the independent expert con�nuing to conclude that the op�on scheme is in the best interests of A-Cap listed op�onholders.

A-Cap shareholders and listed op�on holders do not need to take any ac�on in rela�on to the Schemes at this stage.

An updated indica�ve �metable is set out below*:

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Event Indicative Date
First Court Hearing to convene Scheme Meetings; dispatch Scheme Friday, 15 September 2023
Booklet to shareholders
Scheme Meetings Friday, 20 October 2023
Second Court Hearing to approve Schemes Thursday, 26 October 2023
Effective Date Friday, 27 October 2023
Record Date Tuesday, 31 October 2023
Implementation Date Tuesday, 7 November 2023
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*All dates are indica�ve only and subject to change and regulatory approval.

1 As per A-Cap and Lotus’ announcement on 13 July 2023, available on ASX website.

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AMENDMENTS TO SCHEME IMPLEMENTATION DEED

A-Cap today announces that it has agreed, with Lotus, certain technical amendments to the Scheme Implementa�on Deed dated 13 July 2023 ( SID ), as set out in the annexed Deed of Amendment to this announcement.

ADVISERS

legal adviser to A-Cap in rela�on to the Merger.

A-Cap Energy’s Board has authorised the release of this announcement to the market.

For more information, please contact:

Mr Paul Ingram Mal Smartt Deputy Chairman Company Secretary Phone: 0418 773 510 Phone 041 999 7171 [email protected] [email protected]

About A-Cap Energy

A-Cap Energy is an Australian resources company focused on the development of critical minerals serving the world’s path to carbon net zero. Amid renewed global focus on nuclear energy, the company’s flagship Letlhakane Uranium Project in Botswana hosts one of the world’s top 10 undeveloped uranium resources – 365.7 million pounds of contained U3O8 (100ppm U3O8 cut-off). A- Cap’s Wilconi Project, which represents the company’s first nickel-cobalt laterite project interest, is being advanced in response to the significant growth expectation in the supply of battery materials to the OEM automotive and battery industries. The company aims to establish key strategic and commercial relationships to take advantage of material processing and refinery technologies according to the highest Environmental, Social and Governance (ESG) standards.

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