Core Viewpoint - USAC has proposed a non-binding all-stock acquisition of Larvotto, offering 6 shares of USAC for every 100 shares of Larvotto, which represents a significant premium for Larvotto shareholders [1][3][4]. Group 1: Acquisition Proposal - The acquisition aims to create one of the largest antimony producers outside of China, reflecting USAC's commitment to building a world-class enterprise in critical minerals [3][6]. - The proposed exchange ratio offers a notable premium compared to Larvotto's recent financing price and trading range [4][6]. - The transaction will follow the Australian Corporations Act 2001 and requires formal agreements, shareholder approval, regulatory approval, and customary closing conditions [4][5]. Group 2: Strategic Positioning - The merger with Larvotto is seen as a strategic move to enhance USAC's position in the critical minerals sector, particularly in antimony, which is increasingly important in global supply chains [3][6]. - USAC's CEO emphasized the opportunity for Larvotto shareholders to participate in a larger, more diversified group with financial strength and global influence [6]. Group 3: Business Operations - USAC operates processing facilities in Montana and Mexico, producing antimony oxide, metallic antimony, and other critical minerals [7]. - The company also recovers precious metals, primarily gold and silver, from third-party ores at its facilities [7]. - USAC is expanding its operations by acquiring mineral rights and leases in Montana, Alaska, and Ontario during 2024 and 2025 [7].

Core Viewpoint - USAC has submitted a non-binding acquisition proposal to acquire 100% of Larvotto Resources Limited through an all-stock transaction, aiming to create one of the largest antimony producers outside of China [1] Transaction Structure - The acquisition proposal involves a share exchange ratio where Larvotto shareholders will receive 6 shares of USAC for every 100 shares of Larvotto [3] - This exchange ratio represents a significant premium compared to Larvotto's recent financing price announced on July 25, 2025, and its recent trading price range [3] Regulatory and Approval Process - The transaction will be conducted under the Australian Corporations Act 2001 and requires several conditions to be met, including the signing of a binding implementation agreement, approval from Larvotto shareholders, regulatory approvals, and customary closing conditions [4] - USAC has already acquired approximately 10% of Larvotto's issued capital in the open market, making it the largest single shareholder [4] Strategic Positioning - The merger with Larvotto is positioned to create one of the largest antimony producers globally outside of China, reflecting USAC's commitment to becoming a world-class player in critical minerals [5] - The CEO of USAC emphasized that this merger presents a compelling opportunity for Larvotto shareholders to participate in a larger, more diversified group with financial strength and global influence [5] Business Diversification - USAC operates in the critical minerals sector, producing antimony, cobalt, tungsten, and zeolite, with processing facilities in Montana and Mexico [6] - The company processes third-party ores into various products, including antimony oxide, metallic antimony, and precious metals, which are used in a wide range of applications such as flame retardants and military materials [6] - USAC is also expanding its operations by acquiring mineral rights and leases in Montana, Alaska, and Ontario during 2024 and 2025 [6]