NH3 CLEAN ENERGY LIMITED — M&A Activity 2021

Mar 4, 2021

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Market Announcement Platform ASX Limited Exchange Centre 20 Bridge Street Sydney NSW 2000

5 March 2021

TAKEOVER BID FOR EBONY ENERGY - MINIMUM ACCEPTANCE CONDITION SATISFIED

The Board of Hexagon Energy Materials Limited (ASX:HXG) ( Hexagon ) is delighted to announce that, as a result of acceptances from Ebony Energy Limited (ACN 149 240 657) ( Ebony ) shareholders of the offer made by Hexagon under its off-market takeover bid for Ebony[1] , Hexagon’s voting power in Ebony has risen to 56.98%.

As a result, the minimum acceptance condition of 50.1% for the takeover bid is satisfied.

The takeover bid remains subject to Hexagon shareholders approving the bid at the General Meeting of Hexagon to be held on 10 March 2021, and the other conditions described in section 12.8 of the Bidder’s Statement.

To date, the Hexagon Board has received strong support from its shareholders, however numbers will only be finalised once the General Meeting is held.

As previously advised, the Ebony Board unanimously recommends that Ebony shareholders accept Hexagon’s offer in the absence of a superior proposal.

Given the strong control position Hexagon currently holds, the Hexagon Board considers it unlikely that a superior proposal will eventuate.

In anticipation of the General Meeting, the teams of Hexagon and Ebony continue to work to prepare the way for a seamless transition with a view to progressing the Pedirka Hydrogen Project as soon as possible.

The offer period, unless extended by Hexagon, expires at 5pm on 19 March 2021. Hexagon will provide an update to the market on the outcome of the General Meeting and the status of all conditions in section 12.8 of the Bidder’s Statement on 10 March 2021 once the meeting has concluded.

Attached is a copy of the notice given today to Ebony as required by section 654C(1) of the Corporations Act.

This announcement has been authorised by the Board of Directors of Hexagon.

1 As announced to the market on 21 December 2020 and the subject of its Bidder’s Statement dated 16 February 2021 (as supplemented by its Supplementary Bidder’s Statement announced on 26 February 2021).

HEXAGON ENERGY MATERIALS LIMITED

Australian Business Number (ABN) 27 099 098 192 Registered Office: Suite 3, 7 Kintail Road, Applecross, Western Australia 6153 t: (+61 8) 6244 0349 e: info@hxgenergymaterials.com.au w: hxgenergymaterials.com.au

DISCLOSURE ABOUT SUBSTANTIAL SHAREHOLDING IN EBONY ENERGY LIMITED

NOTICE UNDER SECTION 654C(1) OF THE CORPORATIONS ACT 2001 (CTH)

in respect of the takeover bid by Hexagon Energy Materials Limited (ACN 099 098 192) for Ebony Energy Limited (ACN 149 240 657)

Hexagon Energy Materials Limited hereby gives notice that its voting power in Ebony Energy Limited has risen above 50% to 56.98% as required by section 654C(1) of the Corporations Act 2001 (Cth).

This notice is dated 4 March 2021.

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Charles Whitfield Chairman Hexagon Energy Materials Limited