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AGM 2021

Nov 4, 2021

James D. Calaway
Executive Chairman, Ioneer Ltd

Hi, ladies and gentlemen. My name is James D. Calaway. As Ioneer's Chairman, I'd like to welcome you to the 2021 Ioneer Annual General Meeting. It is really hard for me to believe that another year has passed, and I'm speaking to you over Zoom again this year from my home in Houston. I really hope that I'll be able to speak with you in person by the time the next shareholder meeting comes around. Despite the disruption in the world, 2021 has been quite a year for Ioneer, and I am confident the year ahead will be successful. Let me go straight to the business at hand. As we have a quorum, I now declare the meeting open. Today's meeting is being held online via Lumi platform.

This allows shareholders, proxy holders, and guests to attend the meeting virtually. All attendees can watch a live webcast of the meeting. In addition, shareholders and proxy holders have the ability to ask questions and submit votes. Online attendees can submit questions at any time. To ask a question, select the Message tab at the top of the Lumi platform. At the top of that tab, there is a section for you to type your questions. Once you have finished typing, please hit the arrow symbol to send. Please note that while you can submit questions from now on, I will not address them until the relevant time in the meeting. Please also note that your questions may be moderated, or if we receive multiple questions on one topic, amalgamated together.

For those shareholders who wish to ask a verbal question, an audio question facility is available during this meeting. To use this service, please pause the broadcast on the Lumi platform and then dial the number shown on the main information page. Enter your ID followed by pound. You'll be asked for a participant pin. However, simply press pound to join the call. To ask a question, press nine to signal the moderator. Once your question is answered, your line will be muted. Feel free to either hang up or stay on the line. For additional questions, press nine to signal the operator. Due to the time constraints, we may run out of time to answer all your questions. If this happens, we will answer them in due course via email or by posting responses on our website.

Voting today will be conducted by way of a poll on all items of business. In order to provide you with enough time to vote, I will shortly open voting for all resolutions. At that time, if you're eligible to vote at this meeting, a new voting tab will appear. Selecting this tab will bring up a list of resolutions and present you with voting options. To cast your vote, simply select one of the options. There is no need to hit a Submit or Enter button, as the vote is automatically recorded. You do have, however, the ability to change your vote up until the time I declare voting closed. I now declare voting open on all items of business. The voting tab will soon appear. Please submit your votes at any time.

I will give you a warning before I move to close voting. The agenda for today is on the screen. We will have a number of presentations before undertaking the formal business of the meeting. Time will be provided during the meeting for questions. Before the presentation, I would like to introduce your board. Bernard Rowe, your Managing Director. Rose McKinney-James, Non-Executive Director. Margaret Walker, Non-Executive Director. Julian Babarczy, Non-Executive Director. Alan Davies, Non-Executive Director. Also on this call is our Company Secretary, Ian Bucknell, and Scott Nichols, the company's Audit Partner from EY. With that being done, I'd like to make my introductory comments. Over the last 12 months, we have delivered on our promises by, one, securing our initial binding lithium offtake agreement. Two, securing the equity to build the project.

Three, driving engineering to ensure we are ready for construction concurrent with receiving the final federal permit. Four, working with the state of Nevada, U.S. Fish and Wildlife, and Bureau of Land Management to secure necessary permits. Building our operational team and systems in Reno, Nevada, to support the upcoming construction commissioning of operations at Rhyolite Ridge. As I noted in last year's address to you, we were confident that being patient with offtakes for our lithium material would pay off for our shareholders. We were confident that market conditions would materially improve and the buyer's market would become a seller's market. I must say that while we were confident that patience would be beneficial to our efforts, we are delighted with the strength of the lithium market and the pronounced shift to a firm seller's market.

I've been asked by many people what I think about the lithium market. In general, I believe we have a much more robust market than in prior cycles that is well-positioned for an extended period of opportunity for suppliers. This is driven by two factors. First, I believe a great deal of the best projects are already in the current supply mix. Second, many of the projects that are being included as future supply are less than certain, and in many instances, dependent upon unproven technology or untested flow sheets. This is my third lithium boom since I've been doing this for 14 years, and I see a tendency for capital markets to fund and reward projects that are not rigorously understood. There are so few quality projects at DFS level or beyond. High boom time capitalizations has not historically meant that high-quality projects have been funded.

I think this time the supply response will be disappointing. I also think there's a growing risk that without rapid acceleration of good new projects and the expansion of existing projects, we are heading for a serious supply shortage. This supply challenge is happening at the very time demand is exploding, and this boom is backstopped by massive global investments in battery production, not just aspirational promises. A supply-demand mismatch could not only increase pricing, but could, if not addressed now, impede the ability of OEMs to deliver enough volume to meet burgeoning demand across the globe. Let us not forget that in the next year, the mix of offerings of electric and hybrid cars will greatly expand. We will see excellent offerings across price points and styles of cars, and yes, being in Texas, even pickup trucks.

After completing our initial lithium offtake with EcoPro, one of the top cathode makers in the world, for 7,000 tons per year, our sales team has been overloaded with requests to discuss offtake arrangements for our remaining capacity. This interest is global, and our primary question for any potential offtake partner are, one, who do we most wish to work with that are aligned with our strategy? Two, who offers terms that optimize economics for Ioneer shareholders? For Ioneer, our highest priority is that our material be a part of the North American supply chain. Fortunately, most of the large OEMs across the world have decided to build U.S.-based integrated capacity, from materials, to cathodes, to cells, to battery packs for car supply chains.

These offtake partners will not necessarily be American companies, but they will have clear plans to build plants in the United States dedicated to U.S. electric car production. With our project being the most advanced of all U.S. lithium projects, and given the quality and quantity of our future production, we're in the enviable position to be an important part of an alliance that both serves our shareholders' interest and supports the electrification of U.S. transportation fleet through domestic production. We anticipate finalizing our last lithium offtake contracts by the end of Q1 calendar year 2022. On the project financing front, our focus was to obtain committed project equity via simple structure with a strategic partner that shares our passion for doing things right and a devotion to helping us save the planet. This process took time.

We worked with Goldman Sachs to evaluate the alternatives and the terms involved. While our work to secure a partner by its nature will remain confidential, we can categorically state that the outcome met our goals. Sibanye-Stillwater is an ideal partner for us, and the structure of the agreement provides ample equity capital to build our project. They have a clearly articulated long-term battery material strategy and have considerable expertise that truly adds to our management team and increases the likelihood of a positive outcome for all Ioneer stakeholders. We are already working together to bring their skills to the project to maximize the quality of our construction, commissioning, and operational planning. While the debt component of our work has received less public attention, we are well advanced on this work stream.

Our approach has been to evaluate the range of alternatives to determine the outcome that is lowest cost with sufficient tenure and acceptable terms and conditions. Once again, we are looking to keep the capital structure as simple as possible. With the equity in place, we are now confident that prior to FID, we will be able to secure favorable project debt. We have often noted that Rhyolite Ridge is the only U.S. lithium project that has delivered a DFS. We also note that we reached DFS-level engineering over 1.5 years ago. Since then, we have moved from the 30% engineering complete at the DFS to over 60% complete today. We now have the engineering needed to commence construction essentially in hand.

I'm very proud of our internal technical team and array of excellent partners like Fluor that have been fully engaged with us to make our project a model initiative for how to develop a large de novo lithium project. Lithium development. I have quite a bit of experience in this. Experience is, lithium development requires rigorous science, from robust pilot development and research to very detailed design and engineering, and of course, plans for construction, commissioning, and operational readiness. Guiding all of this work is the need to internalize and build a culture that is committed to best ESG practices. Our project has been developed with the support of the leading U.S. and European technology providers to demonstrate this commitment. Our project is highly efficient, closed loop where possible, and with minimum discharge.

We recycle significant water in our process, over 50%, in fact, with the minimal risk to water contamination. Our emissions meet rigorous U.S. air standards with low CO2 emissions per ton of lithium produced, and we will have labor standards that ensure competitive wages and benefits that offer high-quality opportunities for our people. Most importantly, at the core, our purpose is to produce the materials necessary to ensure a sustainable world. This means we must take all steps to minimize our impact on the environment while producing these critical materials. I can say with confidence that we will be fully ready to build our project as soon as we receive the federal permit to proceed. I will let our Managing Director, Bernard Rowe, discuss the permitting in his presentation.

I can say that we have been working hard to collaborate with the U.S. Fish and Wildlife Service and the BLM to study Tiehm's buckwheat and determine the best path forward. Tiehm's buckwheat exists at only 10 acres on the western edge of our deposit. Its rarity and vulnerability to climate change puts it at extreme risk. We have assumed and supported the listing of the plant. We are highly confident that with avoidance and science-based conservation, we can build our project and at the same time, provide the constant support needed to maximize the survival and uplift of Tiehm's buckwheat. This coexistence has always been at the heart of our plan.

We currently anticipate the notice of intent will be published in the near term to initiate public scoping and have the expectation the final record of decision will be issued in the second half of 2022 to allow for construction to commence immediately. Let me now make a few comments on the development climate in the United States. First, America is a challenging place to build new mines. The regulatory environment is rigorous and lengthy. The NGO community is large and well-funded and populated by certain extremist groups opposed to development in general. The legal process requires diligence and patience. All lithium projects in the United States have and should assume strong resistance from those opposed to development. At Ioneer, we have taken a methodical approach. We're leading with strong science and well-considered plans.

It has taken longer than we hoped, but we believe that the Tiehm's buckwheat matter is now well understood and that a solution is at hand. Second, while the U.S. has a fast-growing demand for electric cars and now trucks, it also has a very underdeveloped battery supply chain. Cathode factories and cell factories must be built soon to provide the capacity and security of supply consistent with the Biden administration plans. It is clear to all that a supply of lithium chemicals cannot be exclusively outsourced to other nations, particularly to China. Finally, most global car makers, both domestic and foreign, are making concrete commitments to build integrated domestic supply chains. We anticipate the Build Back Better bill will soon pass Congress and be enacted into law.

This proposed bill has over $500 billion in federal investment in the clean energy economy, with massive commitments to charging infrastructure and increasing subsidies for electric car purchases. This commitment is further accelerating lithium demand and helping underpin the construction of a U.S. integrated supply chain. Ioneer's production is critical, and our timing to commence domestic delivery to these integrated supply chains is ideal. Looking ahead, our focus is on completing the federal permitting process. We will also shift considerable attention in the coming year to building out our team and systems at our operational center in Reno, Nevada, to ensure smooth project execution. We also continue to advance towards a U.S. listing, which we anticipate completing early next calendar year. As U.S. capital markets increasingly support electrification of the transportation sector, this step will allow North American investors a more efficient way to invest in our company.

As we make the final turn to delivering the most important American lithium project at the bottom of the global cost curve, I would be utterly remiss to not thank our fearless leader, Bernard Rowe, who has weathered almost two years sequestered on the other side of the Earth, running a growing business located in the U.S. He and our CFO, Ian Bucknell, have made sacrifices to work all hours and all days to make this happen. On the U.S. front, our engineering and operations chief, Matt Weaver, has maintained strong momentum despite COVID and has taken on more than one could ask. Chad Yeftich, our Head of Business Development, has also taken the lead on numerous challenging projects, all done with aplomb. The team as a whole has delivered for shareholders and has maintained a laser focus on continuing to do so.

I am truly honored to work with such humble but determined leaders. Finally, our board of directors continues to shine. We made several changes, sadly, as a result of health issues and the passing of the much-missed John Hofmeister. Against this tragic loss, we have also secured new members to our board that strengthen our commitment to diversity and who bring much-needed expertise in ESG and engineering construction risk management. I know I speak on their behalf in thanking you for your patience as we take the big steps to allow our company to truly deliver enduring value to our shareholders. I would now like to turn the meeting over to my friend and our leader, Bernard Rowe. Following his presentation, we'll both take your questions. Bernard?

Bernard Rowe
Managing Director and CEO, Ioneer Ltd

Thank you very much, James, and good morning and good afternoon, ladies and gentlemen, shareholders. Wonderful opportunity to meet with you, albeit virtual this time, and to run through a brief presentation on our developments and achievements during the last 12 months. As James has mentioned, the purpose of Ioneer is very clear, set from our direction from our board, and that is to provide the materials necessary for a sustainable planet. More specifically in our case, given the location and strategic nature of our deposit, we aim by the middle of this decade to be the major supplier of lithium chemicals into the U.S. battery supply chain that will allow the electrification of the second largest motor vehicle fleet in the world.

It's a very clear mission, very clear purpose and aims for Ioneer, and we're delivering on that. The last 12 months has been an incredible period for us, with multiple achievements towards reaching those goals and aims. I'll just ask if the next slide could be brought up please. Just a brief disclaimer there. Please read that before making any investment decisions. Next slide, please. If I look at the milestones achieved during the past year, and remember, this was off the foundation of 2019 and the first half of 2020, which were difficult years in the lithium sector. We and our team built on what we'd already achieved through that tough period. We were well-funded.

We completed a very detailed, I believe one of the most detailed definitive feasibility studies that's been done in the lithium sector. We ran a full simulation pilot plant, and with all of that work during those sort of tough times of, within the lithium sector of 2019, 2020, that set us with very good foundation to achieve what we've managed to achieve in the past 12 months. Just running through them briefly, a lithium offtake agreement signed, a binding lithium offtake agreement signed with EcoPro Innovation, one of the world's leading, lithium ion battery cathode manufacturers. A Korean-based, but, the cathodes end up in most of the major vehicle brands in the United States and in Europe.

We have been working diligently on our permitting process in Nevada, where our project is on public lands, but we have a series of permits that are required, both state and federal. There are three of them that are critical to commence construction. We've obtained two of them during the last 12 months, the air permit and the water pollution control permit. The third one, the federal and final permit for us to obtain, is through a process known as Plan of Operations, and a NEPA process, of assessment. We submitted that to the federal government earlier this year. There has been some delays on that, but we think that's being resolved now, and that will be moving ahead in the very near future.

On the engineering front, James mentioned that it's now 1.5 years ago since we finished our definitive feasibility study. You know, we haven't then parked the engineering during that time. While we were focused on partnering and offtaking and permitting, we actually continued advancing our engineering. We now currently have major work packages under negotiation, representing somewhere between $120 million-$150 million. We're continuing to work in detailed engineering design. At the time of the feasibility study, which was April of last year, we were around 30% complete on that design engineering. Around the middle of this year, which this number reflects, it was around 50%, and as James mentioned, it's now around 60% complete.

On the funding side, we announced a strategic partnership with Sibanye-Stillwater for 50% of the Rhyolite Ridge project in return for a $490 million U.S. commitment from Sibanye-Stillwater, which represents about 60% of the required DFS CapEx to build the project. We've continued to advance our debt discussions. They are the key part of that we need to put in place before we can commence construction in the second half of next year. Next slide, please. What sets Ioneer apart from our peers in the lithium sector? I think this slide summarizes that pretty well.

We have a project that is fully funded to final investment decision, so that the work that we have to do between now and our final investment decision and permitting and commencement of construction, all of that engineering work I was talking about, that's already fully funded. Ioneer has a very strong cash balance, and is funding all of that. We are the most advanced lithium project in the United States. We measure that by way of completion of a definitive feasibility study and a running of a full simulation pilot plant. Obviously the funding aspects as well that we've already put in place.

We're in mining-friendly Nevada, and we're, you know, well and truly on the way to being able and ready to commence construction, both from an engineering and a financing perspective by second half of next year. We're expecting to be the lowest cost lithium producer in the world, and that's an easy statement to make. Again, with everything we do, there's a lot of engineering and science and hard work behind these statements. $125 million spent on the project, much of which has been on engineering and flow sheet development and piloting. And it's the courtesy of all of that work that makes us confident to make that statement.

Ultimately, it's a reflection of a unique deposit that has revenue from two streams, lithium and boron, that will make this such a low-cost lithium producer. A commitment to sustainability. You know, we say our purpose is to produce these materials, but we wanna do it in a way that reflects a strong commitment to the environment and sustainability. We're designing a project and a plant that has very low emissions, a very low energy user, no connection to the grid, no gas or any other sort of external sources of energy. We're a very low water user. About 50% of our water gets recycled through the process. Overall, a very small environmental footprint.

The deposit itself, we have 26 years in the DFS, based on our reserves. That there's more than double that, already in the resource category, and the deposit is still open. It has a significant potential to grow, both in terms of annual throughput, but longevity as well. We've built the right team from the board down through our senior execs and our very dedicated team in Reno to deliver this project. Next slide, please. Just a word on funding through to final investment decision and beyond. Just briefly, the bars on this chart show that the DFS CapEx was $785 million to build the project. We put in place funding to allow us to continue that engineering work up until FID.

That's the pre-FID work that we're doing through 2020 and 2021. It's around about $55 million of expenditures, and that's all funded with existing cash reserves that Ioneer has. If we look at the bar on the right, what we show here is this is an indicative funding stack, based on the Sibanye-Stillwater input, transaction of $490 million. That represents about 60% of the CapEx required. However, we think that the project, can sustain around about 50% debt, equity ratio. Hence, you have a bar that's more reflecting, that with about $900 million in total, versus the $800 million or sub-$800 million CapEx from the DFS. Next slide, please. Why Sibanye-Stillwater? We had a lot of people ask us this.

I think it surprised people when we partnered with Sibanye and perhaps you know we were surprised as we went through that process as well ourselves as we learned more about you know who potential partners were and what their goals and objectives were. What we saw ultimately in Sibanye was someone who was very aligned with the goals and purpose of Ioneer and it made them a very comfortable and logical partner for us. In addition to that though they are a major operator of major mining operations production operations in several continents. They are producing platinum group metals in Montana in the United States so they're a very experienced operator on that front.

They've got very strong ESG credentials, and they've got a strong commitment to diversify their business into the green metals and the new energy sector. They made and will make a very suitable, fully aligned partner with Ioneer. Transaction highlights. I've really spoken about this already, so I won't dwell on it. It's a $490 million investment into a joint venture company that will hold the project. In addition to that, Sibanye will also contribute and has contributed already $70 million to become a shareholder in Ioneer. We were very pleased to have them come on our register as well.

There's an option on our North Basin project to contribute a further $50 million should they elect to exercise that option. The joint venture and the $400 million, $490 million investment occurs once we are fully permitted and the board, Ioneer has made the final investment decision. In terms of economics, these are numbers lifted straight out of the feasibility study, so they are, you know, now 18 months old. They are using prices of $710 for boric acid, an average price of $13,000 for lithium.

We're talking about a project that will have an NPV or has an NPV of around $1.3 billion, unlevered, internal rate of return of 21%, based on production of 22,000 tons of lithium hydroxide or lithium carbonate, because we can do either, and 174,000 tons of boric acid. The revenue number's $400+ million for, split 70/30 between lithium and boron, for an annual EBITDA of just under $300 million. Next slide, please. On the cost curve, sitting down around $2,500. I'll very briefly explain how we get there. For every ton of lithium, we produce 9 tons of boric acid. And 9 tons of boric acid at $700 a ton.

When you deduct that from our operating costs, it brings your cost of producing lithium down to $2,500 a ton. Another way to look at that is that the boric acid pays for about 70% of our operating costs. That boric acid is real. We have it under binding offtake agreement. We have got an incredible sales and marketing team with decades of experience around boric acid. It's a real revenue stream here and accounts for about $100 million of revenue a year. It's through that offset, if you like, from the boric acid that we end up with a cost of production of around $2,500 a ton, and at the very bottom of the global lithium cost curve. Next slide, please.

Just a word on commitment to sustainability and the environmental credentials of the project. Low emissions. We generate all of our power to run the entire operation by our sulfuric acid plant. So that's actually waste heat that gets recovered. Next slide, please. Sorry. Sorry, I think I'm just falling behind a little bit on the slides. Next slide, please. Yep, thank you. Yeah, all of the power energy required for this project comes via waste heat that's recovered from the sulfuric acid plant. That means we're not connected to the grid. We use no external power, and because of that, we're talking about zero CO2 emissions from that energy generation. We're a very low water usage, particularly when you compare it to other lithium operations.

We don't do any evaporation in ponds. It's everything is mechanical. So any water that's driven off in through evaporation process is captured, condensed and reused. That's about 50% of the water that we use gets recirculated. That means we don't have evaporation ponds, we don't have tailing stands, and we have a very, very small footprint for a major producing operation. We're looking at automation with our partner Caterpillar to further to add both safety but also efficiency around the mobile fleet as well. With strong commitment to sustainability, we've completed two years of baseline studies. There's about 14 of them that were done now more than a year ago, a couple of years ago. Our ongoing commitment to the protection and conservation of the Tiehm's buckwheat that James has talked about.

The next slide, please. The deposit itself, and the DFS, rather, is based on a 64 million ton reserve. The deposit has already been drilled in part and has a resource of 146 million tons. There's about another 70 million tons sitting outside the reserve that's in the resource category. The green line there outlines the sedimentary basin that hosts this mineralization. You can see, and the black dots are the drill holes. You can see we've drilled about one-third of the total basin. We, you know, we don't know exactly thickness and grade in those other areas. What we do know is, particularly down the southern and southeastern end of the deposit, that we're getting the highest grades of any drill holes.

We're still getting 20-meter thick intersections. That mineralization is very much open and a very attractive target for future growth. There's many opportunities here to both increase the longevity of the operation, but also the throughput, the annual throughput, as well as demand for lithium ramps up. A word on the domestic supply chain in the United States as it currently stands and where it's gonna have to get to, you know, by the middle of this decade and certainly by the end of the decade. Current U.S. production of lithium is around about 5,000 tons a year, and that comes from the Silver Peak brine operation of Albemarle, which is also located in Nevada. It's estimated by the middle of this decade, the United States is probably gonna consume somewhere between 100 and 120...

Sorry, next slide, please. Probably gonna consume somewhere between 100 and 120,000 tons of lithium chemicals per year. By the end of the decade, that's anticipated to be somewhere between 300,000 and 400,000 tons. That's likely to be even higher because of the aggressive targets that the car companies are continuously updating the market with. A tremendous amount of material is gonna be required this decade, and Ioneer is in an ideal position to become the major supplier. It's one of the few projects that could be in production by the middle of the decade and supplying directly into the U.S. supply chain. Our partners, a fantastic group, that's working alongside us and has been for some years now led by our EPCM manager, Fluor.

The other names there are very well-known names in the space. Next slide, please. I'm sorry, I forget that it's not an automatic slide turner. Some very recognizable names there in that have partnered with Ioneer in this incredible project and will be involved as we bring it to construction and through into the first production. I just wanna also just finish with you know a thank you to the team from you know from James' leadership, which is absolutely invaluable with his depth of experience in the lithium world that's unparalleled. You know throughout the industry being someone who's you know working now on building their second project. That's a rarity.

The rest of the board and the support that they provide is tremendous, and the guidance and knowledge and wisdom is very much greatly acknowledged and appreciated. The fantastic management team. There's some pictures here of the people that I'm talking about, but I'm really referring to the entire team all the way down to everyone in our Reno office, out at site. A wonderful group of people, incredibly dedicated, committed, and that's why we've been able to achieve what we have through an incredibly trying time when we've had everybody separated and spread around the world. An amazing accomplishment from a tremendous team, and I thank them deeply for that. I'll just finish on this, and then we can get back into the rest of the meeting.

What does the future look like for Ioneer short-term, medium-term? The second half of this year, obviously there's only a couple of months of that left, but we're expecting to continue awarding the contracts that we've been awarding and bringing in top-notch, top-class partners into the project to work with us. We're advancing those lithium offtakes with a focus on strategic offtake into the U.S. supply chain. We're working with ECA, export credit agencies, and other debt providers. We're also continuing to work and advance our U.S. listing, which we would anticipate, as James has mentioned, into the first quarter of next year. Next year is gonna be a busy time as well, focused on engineering and permitting. We're expecting to have all of those things in place by the second half of next year.

Record of decision would allow us to commence construction, and then we would be looking at a two-year build time, being first production in the second half of 2024, and perfectly timed for the ramp up in demand that's gonna happen in the U.S. market. Thank you, James. I'll hand it back to you.

James D. Calaway
Executive Chairman, Ioneer Ltd

Thank you, Bernard, very much. I remind all shareholders and proxy holders that you have the ability to ask questions via the Lumi platform. We will hold questions specific to the resolutions to the formal part of the meeting. Ian, are there any questions with regard to my address, Bernard's presentation, or more generally to the management of the company?

Ian Bucknell
CFO and Company Secretary, Ioneer Ltd

Yes, Mr. Chairman, we have a number of questions here. The first is from Andrew Tolhurst. Is there a more firm timeline for an outcome on dual listing with an expected month in early next year for announcement on the outcome?

James D. Calaway
Executive Chairman, Ioneer Ltd

Well, thank you for the question. I think the answer is we feel pretty good about the first quarter as being the time. It's not so much a technical question, it's more of the optimum timeframe, taking all things into consideration. I don't think we would be in a position to give a more specific guidance than that. Thanks for the question.

Ian Bucknell
CFO and Company Secretary, Ioneer Ltd

A second question. I don't have a name. I have a company name, Everyday Holiday Pty Limited. Does the DFS estimate for CapEx remain accurate in today's terms?

James D. Calaway
Executive Chairman, Ioneer Ltd

Bernard, why don't you take that one?

Bernard Rowe
Managing Director and CEO, Ioneer Ltd

Yeah, sure, James. Yes, I mean, we continue to monitor that obviously very closely, and there has been a lot of, you know, we're in an unusual circumstances, particularly during the past 12 months with COVID and severely affecting supply chains around the world. But what we've seen is in issuing the contracts that we've been issuing that I mentioned, that they are pretty close and some of them have been a little bit above and some have been a little bit below. We don't think we're too far away from, based on what we've seen to date, from the estimate in the feasibility study.

Ian Bucknell
CFO and Company Secretary, Ioneer Ltd

There, there's another question here from Ferdi Carl. I've been a shareholder dating back to the pre-lithium Tonopah gold mine days and would first like to go on record to thank CEO Bernard Rowe and the board for steering the company to this exciting stage. I would like to ask you to elaborate on the prospects of the boron price and supply, which is critical to the credit offsets on the lithium cost of production.

James D. Calaway
Executive Chairman, Ioneer Ltd

Let me take that first, and then I'm gonna turn it over to you, Bernard. One of the things that I think many investors haven't given enough attention to is the very question you're raising. One of the most important things about our project is that this boron, the boric acid business is a very low volatility business. The price per ton of boric acid moves in a fairly tight band and has for many years. It's one of the lowest volatility materials out there. Part of that has to do with the fact that it's used in so many different applications, that even if one might be drifting off, there are others that are coming up.

The good news about this material is it creates a great amount of stability to our revenue stream. Lithium is obviously a bit more volatile material in terms of price. Having that base revenue from the boric acid is a tremendous advantage to our shareholders and to our company. Bernard?

Bernard Rowe
Managing Director and CEO, Ioneer Ltd

Yeah, I totally agree with what you've said, James. I would just add that like most commodities, we're seeing very strong boric acid prices at the moment. There's no question about that. We used an average of $710 in our feasibility study, which we thought is a conservative long-term average price, and it's actually the average price, I think, over the last decade. Are we in a higher pricing environment at the moment? Absolutely, we are. You know, we're not going to change our models just yet with those higher prices. The wonderful thing about this project is you don't need higher prices to make this thing work. You're just gonna make a lot more money when the prices are higher.

You know, at $700 boric acid price, we produce lithium for $2,500 a ton. If the boric acid price is higher, it's just gonna drive that cost of production of lithium even lower. It's a tremendous thing to have. You know, the boric acid market is certainly getting tighter. There is limited expansion potential in some of the other large deposits out there. There's very few other large deposits anyway, and they've got limited expansion potential. There's strong demand for boric acid, particularly in Southeast Asia and the U.S., and we are perfectly located to supply into that market. You know, we're very positive about the outlook for the boric acid market and strong boric acid pricing.

James D. Calaway
Executive Chairman, Ioneer Ltd

Next question, Ian.

Ian Bucknell
CFO and Company Secretary, Ioneer Ltd

There are no further questions at this time, Mr. Chairman.

James D. Calaway
Executive Chairman, Ioneer Ltd

Okay. Thank you. Thank you very much. Now we turn to the formal business of the meeting. The notice of meeting was lodged with ASX on 4 October 2021, has been sent to all members and can be found on the Ioneer website. A supplementary notice clarifying information regarding the notice of meeting was lodged with the ASX on 18 October 2021, has been sent to all members and can be found on the Ioneer website. I will take the notice of meeting and supplementary notice as read. As noted at the beginning of the AGM, all voting today will be conducted by way of a poll. If you're eligible to vote at this meeting, click on the polling icon in the Lumi platform and select one of the voting options. Polling on the resolution is open.

The company secretary will display the total number of valid proxy votes received in respect of each resolution. In accordance with the proxy form, which form part of the AGM pack, I intend to vote all eligible undirected proxies in favor of resolution 1 through 9 and against the conditional resolution 10, should it be required. We will now move to the first item of business as set out in the notice of meeting. To receive and consider the consolidated financial statements of the company and its controlled entities and the reports of the directors and auditors for the financial year ended 30 June 2021. The company's financial statements and reports are taken as tabled. Ian, are there any questions or comments on the company's financial statements and reports or questions for the company's auditors?

Ian Bucknell
CFO and Company Secretary, Ioneer Ltd

Mr. Chairman, we have no questions.

James D. Calaway
Executive Chairman, Ioneer Ltd

There being no further questions, we move to the next order of business. Resolution number two, Remuneration Report. The second resolution is to consider and if thought fit pass, quote, "That the Remuneration Report for the year ended 30 June 2021 be adopted." The Remuneration Report is contained in the Annual Report. Note that your vote on this resolution is advisory only and does not bind the directors of the company. At the company's 2020 Annual General Meeting, approximately 51% of the votes cast on the resolution were against the adoption of the Remuneration Report.

As such, as required by the Corporations Act, if at least 25% of the votes cast on resolution two are against the adoption of the remuneration report, there must be a resolution put to members at that meeting that a spill meeting will be held within 30-90 days. All the directors, other than the managing directors, cease to hold office immediately before the end of the spill meeting and resolutions to appoint persons to offices that will be vacated immediately before the end of the spill meeting will be put to the vote at the spill meeting.

This conditional resolution is resolution 10, which will only be put to the meeting if at least 25% of the votes cast on resolution two are against, or it appears that at least 25% of the votes cast on resolution two are against the adoption of the remuneration report. The number of proxies received on this resolution is shown on the screen. The proxies currently show more than 25% of the vote cast against this resolution. Unless there is a significant swing in votes on the polling during the meeting, this will constitute a second strike for the company for the purposes of the Corporations Act 2001. Ian, are there any questions or comments in respect of this resolution?

Ian Bucknell
CFO and Company Secretary, Ioneer Ltd

Mr. Chairman, we have no questions on this resolution.

James D. Calaway
Executive Chairman, Ioneer Ltd

Right. Resolution three-A, re-election of James D. Calaway as director of the company. Given my personal interest in the next item, I now hand over to Bernard to take over the chair for this resolution. Bernard?

Bernard Rowe
Managing Director and CEO, Ioneer Ltd

Thank you, James. The next item of business, resolution three-A, is to consider, and if thought fit, pass that James D. Calaway, who retires in accordance with rule 6.4A of the company's constitution and being eligible, is re-elected as a director. Proxies. The number of proxies received for this resolution are currently displayed on the screen. The directors, other than James, unanimously recommend this resolution. Ian, are there any questions or comments in respect of this resolution?

James D. Calaway
Executive Chairman, Ioneer Ltd

Bernard, there are no questions or comments on this resolution.

Bernard Rowe
Managing Director and CEO, Ioneer Ltd

Great. Thank you very much.

James D. Calaway
Executive Chairman, Ioneer Ltd

Thank you.

Bernard Rowe
Managing Director and CEO, Ioneer Ltd

I hand back to James.

James D. Calaway
Executive Chairman, Ioneer Ltd

Thank you. Resolution three-B, reelection of Rose McKinney-James as a director of the company. The next item business resolution is to consider, and if thought fit, pass, quote, "That Rose McKinney-James, who retires in accordance with rule 6.2 C of the company's constitution and being eligible, is elected as a director." The number of proxies received for this resolution are displayed on the screen. The directors, other than Rose, unanimously recommend this resolution. Ian, are there any questions or comments in respect to this, of this resolution?

Ian Bucknell
CFO and Company Secretary, Ioneer Ltd

Mr. Chairman, there are no such questions or comments.

James D. Calaway
Executive Chairman, Ioneer Ltd

Thank you. Resolution three-C. The next item of business, resolution three-C, is to consider, and if thought fit, pass, that Margaret Walker, who retires in accordance with Rule 6.2C of the company's constitution and being eligible, is elected as a director. The number of proxies received for this resolution are displayed on the screen. The directors, other than Margaret, unanimously recommend this resolution. Ian, are there any questions or comments in respect of this resolution?

Ian Bucknell
CFO and Company Secretary, Ioneer Ltd

Mr. Chairman, there are no questions or comments.

James D. Calaway
Executive Chairman, Ioneer Ltd

Thank you. Resolution four-A, approval of the issue of performance rights to James D. Calaway in lieu of director fees. Given my current interest in the next item of business, I will again hand it over to Bernard to take over the chair of this resolution.

Bernard Rowe
Managing Director and CEO, Ioneer Ltd

Resolution four-A. The next item of business, resolution four-A, is to consider, and if thought fit, pass that for the purpose of Listing Rule 10.11 and for all other purposes, shareholders approve and authorize the directors to issue performance rights to James Calaway or his nominee in lieu of directors' fees on the terms and conditions set out in the explanatory memorandum. The proxy, the number of proxies received for this resolution are displayed on the screen. Ian, are there any questions or comments in respect of this resolution?

James D. Calaway
Executive Chairman, Ioneer Ltd

Bernard, there are no questions or comments.

Bernard Rowe
Managing Director and CEO, Ioneer Ltd

Thank you. I hand back to you, James.

James D. Calaway
Executive Chairman, Ioneer Ltd

Thank you. Resolution four-B. The next item of business, resolution four-B, is to consider, and if thought fit, pass, quote, "That for the purpose of Listing Rule 10.11 and for all other purposes, shareholders approve and authorize the directors to issue performance rights to Julian Babarczy or his nominees in lieu of directors' fees on the terms and conditions set out in the explanatory memorandum." The number of proxies received for this resolution are displayed on the screen. Ian, are there any questions or comments in respect of this resolution?

Ian Bucknell
CFO and Company Secretary, Ioneer Ltd

Mr. Chairman, there are no questions or comments on this resolution.

James D. Calaway
Executive Chairman, Ioneer Ltd

Thank you. Resolution four-C. The next item of business for resolution four-C is to consider, and if thought fit, pass that for the purpose of this Listing Rule 10.11 and for all other purposes, shareholders approve and authorize the directors to issue performance rights to Alan Davies or his nominee in lieu of directors' fees on terms and conditions set out in the explanatory memorandum. The number of proxies received for this resolution are displayed on the screen. Ian, are there any questions or comments in respect to this resolution?

Ian Bucknell
CFO and Company Secretary, Ioneer Ltd

Mr. Chairman, there are no questions or comments on this resolution.

James D. Calaway
Executive Chairman, Ioneer Ltd

Resolution four-D. The next item of business, resolution four-D, is to consider, and if thought fit, pass, quote, "That for the purpose of Listing Rule 10.11 and for other purposes, shareholders approve and authorize the directors to issue performance rights to Rose McKinney-James or her nominee, her nominees in lieu of directors' fees on the terms and conditions set out in the explanatory memorandum." Number of proxies received for this resolution are displayed on the screen. Ian, are there any questions or comments in respect of this resolution?

Ian Bucknell
CFO and Company Secretary, Ioneer Ltd

No, Mr. Chairman, there are no questions or comments on this resolution.

James D. Calaway
Executive Chairman, Ioneer Ltd

Thank you. Resolution four-E. The next item of business, resolution four-E, is to consider, and if thought fit, pass, that for the purpose of ASX Listing Rule 10.11 and for all other purposes, shareholders approve and authorize the director to issue performance rights to Margaret Walker or a nominee in lieu of directors' fees on the terms and conditions set out in the explanatory memorandum. The number of proxies received for this resolution are displayed on the screen. Ian, are there any questions or comments in respect of this resolution?

Ian Bucknell
CFO and Company Secretary, Ioneer Ltd

No, Mr. Chairman. No questions or comments on the resolution.

James D. Calaway
Executive Chairman, Ioneer Ltd

Resolution five. The next item of business, resolution five, is to consider, and if thought fit, pass, quote, "That for the purposes of Listing Rule 10.14 and for all other purposes, shareholders approve and authorize the directors to grant 1,350,551 performance rights to Bernard Rowe and/or his nominees on the terms outlined in the company's 2021 annual report and under the equity incentive plan on the terms and conditions set out in the explanatory memorandum." The number of proxies received for this resolution are displayed on the screen. Ian, are there any questions or comments in respect of this resolution?

Ian Bucknell
CFO and Company Secretary, Ioneer Ltd

Mr. Chairman, there are no questions or comments on this resolution.

James D. Calaway
Executive Chairman, Ioneer Ltd

All right. Resolution six. Given my personal interest in the next item of business, I will again hand over to Bernard to take over the chair for this resolution.

Bernard Rowe
Managing Director and CEO, Ioneer Ltd

Thank you, James. The next item of business, resolution six, is to consider, and if thought fit, pass that for the purposes of Listing Rule 10.14 and for all other purposes, shareholders approve and authorize the directors to grant 1,262,740 performance rights to James Calaway or his nominee on the terms outlined in the company's 2021 annual report and under the equity incentive plan on the terms and conditions set out in the explanatory memorandum. The number of proxies received for this resolution are displayed on the screen. Ian, are there any questions or comments in respect of the resolution?

Ian Bucknell
CFO and Company Secretary, Ioneer Ltd

No, Bernard, there are no questions or comments on the resolution.

Bernard Rowe
Managing Director and CEO, Ioneer Ltd

Thank you, James. Thank you.

James D. Calaway
Executive Chairman, Ioneer Ltd

Thank you. Resolution seven, approval of further issues of securities under the equity incentive plan. The next item of business, resolution seven, is to consider, and if thought fit, pass that issues of equity securities under the equity incentive plan as described in the explanatory memorandum be approved as an exception to the ASX Listing Rule 7.1, pursuant to exception 13B in ASX Listing Rule 7.2, and for all other purposes. The number of proxies received for this resolution are displayed on the screen. Ian, are there any questions or comments in respect of this resolution?

Ian Bucknell
CFO and Company Secretary, Ioneer Ltd

Mr. Chairman, there are no questions or comments in respect to this resolution.

James D. Calaway
Executive Chairman, Ioneer Ltd

Thank you. Resolution eight. The next item of business, resolution eight, is considered, and if thought fit, pass. "That for the purpose of Section 200B and 200E of the Corporations Act, ASX Listing Rule 10.19, and for all other purposes, the giving of benefits under the equity incentive plan to any current or future holder of a managerial or executive office in the company or a related body corporate, as defined in Section 200AA of the Corporations Act, in connection with that person ceasing to hold that office on the terms and conditions set out in the explanatory memorandum." The number of proxies received for this resolution are displayed on the screen. Ian, are there any questions or comments in respect of this resolution?

Ian Bucknell
CFO and Company Secretary, Ioneer Ltd

There are no questions or comments in respect of this resolution, Mr. Chairman.

James D. Calaway
Executive Chairman, Ioneer Ltd

Thank you. Resolution nine. The next item of business resolution nine is to consider, and if thought fit, pass as a special resolution. "That for the purpose of Section 648G and Section 136(2) of the Corporations Act, and for all other purposes, the existing proportional takeover approval provisions set out in Rule 13 of the company constitution be renewed for a further three years on and with effect from the date of the meeting." The number of proxies received for this resolution is displayed on the screen. Ian, are there any questions or comments in respect of this resolution?

Ian Bucknell
CFO and Company Secretary, Ioneer Ltd

Mr. Chairman, there are no questions or comments on this resolution.

James D. Calaway
Executive Chairman, Ioneer Ltd

Thank you very much. That concludes the regular items of business on the agenda. In order to determine whether we need to put the conditional spill resolution to the meeting, we will soon temporarily adjourn the meeting for a few minutes while the votes are tallied. I therefore shortly close the voting system. If you have not done so already, please ensure that you cast your vote. Vote on all resolutions. I have been informed by our Company Secretary that more than 25% of the votes cast on resolution two have been cast against the resolution. The next item of business, Resolution 10, is to consider, and if thought fit, pass a spill resolution. I want everybody to know that I'd advise that directed proxies held by the company will be voted against this spill resolution.

Resolution 20 is considered, and if thought fit, passed. The subject to the conditions of at least 25% of the vote cast on resolution two being cast against the remuneration report. A. An extraordinary general meeting of the company, the spill meeting, be held within 90 days of passing this resolution. B. All the directors, other than the Managing Director who were in office when the resolution to approve the directors' report for the financial year ended June 30, 2021, was passed, and who remain in office at the time of the spill meeting, ceased to hold office immediately before the end of the spill meeting. Resolutions to appoint persons to the office that will be vacated immediately before the end of the spill meeting will be put to vote at the spill meeting.

Again, I wanna reemphasize that all directed proxies will be voted strongly against this spill resolution. Polling on this resolution is open. Give you a moment to cast your vote. All right. The number of proxies received for this resolution are displayed on the screen. Ian, are there any questions or comments in respect of this resolution?

Ian Bucknell
CFO and Company Secretary, Ioneer Ltd

Mr. Chairman, we have received no questions or comments on the resolution.

James D. Calaway
Executive Chairman, Ioneer Ltd

Thank you very much. That concludes the last item of the agenda and the formal business of this annual general meeting. I will shortly close the voting system. If you have not done so already, please ensure that you cast your vote on Resolution 10. Thank you for your attendance today. We look forward to working hard on your behalf to ensure the development of Rhyolite Ridge and the success of Ioneer Ltd. Ian, voting is now closed. The results of these votes will be released to the ASX later today. We all from the Ioneer team thank you very much for attending this meeting, and I sincerely hope that next year I will be able to be with you in person to meet with you and to take your questions one human being to another. Thank you very much and a good night.

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