Scheme Booklet for combination with Energy Fuels registered with ASIC

AIM and Media Release 

2 August 2024

Base Resources Limited
Scheme Booklet for combination with Energy Fuels registered with ASIC

Base Resources Limited (ASX & AIM: BSE) (Base Resources) advises that the Scheme Booklet containing key information in relation to the proposed combination with Energy Fuels Inc., to be effected by way of scheme of arrangement (Scheme), has today been registered with the Australian Securities and Investments Commission.

A copy of the Scheme Booklet, including the Independent Expert’s Report, Notice of Scheme Meeting and sample proxy form for the Scheme Meeting is attached to this announcement and will be made available for viewing and downloading on Base Resources’ website at:  baseresources.com.au.  As noted in Base Resources’ announcement on 1 August 2024, Base Resources depositary interest (DI) holders will be sent a Form of Instruction for the Scheme Meeting.

Independent Expert’s Report

The Independent Expert, PwC, has concluded in the Independent Expert’s Report that the Scheme is fair and reasonable and, therefore, is in the best interests of Base Resources shareholders, in the absence of a superior proposal.  The Independent Expert’s conclusion should be read in context with the full Independent Expert’s Report, which can be found in Annexure 3 of the Scheme Booklet.

Recommendation of Base Resources Directors

The Base Resources Directors continue to unanimously recommend that Base Resources shareholders vote in favour of the Scheme, in the absence of a superior proposal and subject to the Independent Expert continuing to conclude that the Scheme is in the best interests of Base Resources shareholders.  Subject to those same conditions, each Base Resources Director intends to vote all their Base Resources shares in favour of the Scheme.

Scheme Meeting

The Scheme Meeting will be held at 11.00am (Perth time) on 5 September 2024 at the Gallery Suite at the InterContinental Perth City Centre, Level 1, 815 Hay Street, Perth, Western Australia and virtually via the Lumi platform, accessible using the URL https://web.lumiconnect.com/388093896. 

Base Resources shareholders registered on the Base Resources share register at 5:00pm (Perth time) on 3 September 2024 will be entitled to vote on the Scheme.  Base Resources DI holders registered on the Base Resources DI register at 6.00pm (London time) on 29 August 2024 will also be entitled to vote on the Scheme (by providing voting instruction in advance to the depositary, rather than in person or online at the Scheme Meeting).

All Base Resources shareholders and DI holders are encouraged to on the Scheme.

Scheme information line

If you have any questions in relation to the Scheme or the Scheme Booklet, please contact the Base Resources Scheme information line on 1300 271 804 (within Australia) and [phone] (outside Australia) between 8.30am and 5.00pm (Melbourne time), Monday to Friday, excluding public holidays.

ENDS.

For further information contact:

Australian Media Relations	UK Media Relations
Sodali & Co	Tavistock Communications
Cameron Gilenko and Michael Weir	Jos Simson and Gareth Tredway
Tel: [phone]	Tel: [phone]

About Base Resources

Base Resources is an Australian based, African focused, mineral sands producer and developer with a track record of project delivery and operational performance.  The Company operates the established Kwale Operations in Kenya and is developing the Toliara Project in Madagascar.  Base Resources is an ASX and AIM listed company.  Further details about Base Resources are available at www.baseresources.com.au.

PRINCIPAL & REGISTERED OFFICE
Level 3, 46 Colin Street
West Perth, Western Australia, 6005
Email:  [e-mail]
Phone: [phone]
Fax: [phone]

NOMINATED ADVISER & JOINT BROKER
Canaccord Genuity Limited
James Asensio / Raj Khatri / George Grainger
Phone: [phone]

JOINT BROKER
Berenberg
Matthew Armitt / Detlir Elezi
Phone: [phone]

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Base Resources Limited Scheme Booklet Final

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