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Yancoal Australia Ltd M&A Activity 2025

Jul 18, 2025

50858_rns_2025-07-18_b5246002-ee59-4c80-b312-fed2b5436be5.pdf

M&A Activity

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Australian Securities Exchange, Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

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YANCOAL Australia Ltd

ACN 111 859 119

克煤澳大利亞有限公司*

(Incorporated in Victoria, Australia with limited liability)

(Hong Kong stock code: 3668)

(Australian stock code: YAL)

VOLUNTARY ANNOUNCEMENT ACQUIRING AN ADDITIONAL 3.75% INTEREST IN MOOLARBEN

TRANSACTION OVERVIEW

A wholly owned subsidiary of Yancoal Australia Ltd (Yancoal), Moolarben Coal Mines Pty Ltd, has entered into a binding agreement to purchase an additional 3.75% interest in the Moolarben Joint Venture (MJV) from three joint venture participants for A$110.5 million, comprising up front and deferred cash payments.

The three joint venture participants had agreed to sell to a third party, giving Yancoal the ability to exercise its pre-emptive rights to acquire the interest on similar terms. Yancoal views the acquisition as an attractive opportunity to increase its economic interest in the MJV from 95% to 98.75%.

The A$110.5 million cash consideration is payable as a $25 million cash payment¹ on completion; with the remaining A$85.5M paid in coal price linked quarterly instalments over a period of five years. Cash holdings and future operating cash flows will fund the purchase.

Subject to completion, 1 January 2025 will be the date of effective economic interest. Foreign Investment Review Board (FIRB) authorisation for the transaction has been secured; however, the conditions precedent to the transaction includes the receipt of other Government approvals, and consents and waivers from third parties, which are required to be obtained before closing.

By order of the Board

Yancoal Australia Ltd

Gang RU

Chairman

Hong Kong, 18 July 2025

As of the date of this announcement, the executive Director is Mr. Ning Yue, the non-executive Directors are Mr. Gang Ru, Mr. Jiuhong Wang, Mr. Xiaolong Huang, Mr. Zhiguo Zhao and Mr. Ang Li and the independent non-executive Directors are Mr. Gregory James Fletcher, Ms. Debra Anne Bakker and Mr Peter Andrew Smith.

¹ Less a purchase price adjustment for the earnings generated subsequent to the 1 January 2025 effective economic interest date.

  • For identification purposes only