TerraCom : Annual General Meeting Presentation

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ersonal use only

DISCLAIMER

IMPORTANT NOTICE

This presentation (Presentation) has been prepared to provide investors (Recipients) with information about TerraCom Limited ACN 143 533 537 (TerraCom) and its business of being a resource explorer with a large portfolio of operating assets in Australia and South Africa (Business). This Presentation may not be reproduced, used or given to any other person, in whole or in part.

This Presentation does not constitute investment advice and neither this Presentation nor the information contained in it constitutes an offer, invitation solicitation or recommendation with respect to the purchase or sale of any securities.

This Presentation, its contents, appendices, and all attachments have been prepared by TerraCom and its advisors.

The information contained in this Presentation has been prepared for information purposes only to assist Recipients in understanding TerraCom and the Business; it has not been verified and does not purport to contain all of the information that Recipients may require prior to providing financial accommodation to, or acquiring shares in, or the assets of, a company or group of companies. Although due care, skill and diligence has been taken in the preparation of this Presentation, none of TerraCom, any of its Related Bodies Corporate (as such term is defined in the Corporations Act 2001 (Cth) (Corporations Act)) nor any of its or their directors, officers, employees or advisers (Relevant Persons) make any representation or warranty as to the accuracy, completeness, timeliness or reliability of the information in this Presentation. None of the Relevant Persons shall have any liability for any information or representations, expressed or implied, contained in, or in any omissions from, this Presentation or any other written or oral information transmitted to the Recipients in the course of the Recipient's evaluation of the Proposed Transaction.

All numbers and disclosures have been presented based on the assumptions used to prepare the 2021 Financial Year Financial Statements. Should any of these assumptions change (including future events) then the consolidated numbers may change, however, the equity portion of the results of operations for TerraCom will not change and therefore there is no underlying financial benefit changes.

This Presentation may contain forward-looking statements, forecasts, estimates, projections, opinions and information about future matters (Forward Statements). The Forward Statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions which are difficult to predict. No independent third party has reviewed the reasonableness of any such statements or assumptions. No representation or warranty, express or implied, is given that such Forward Statements will be achieved or will prove to be correct or that any assumptions upon which the Forward Statements are based are reasonable. No audit, review or verification has been undertaken by TerraCom, its Related Bodies Corporate, any Related Persons or an independent third party of the assumptions, data, results, calculations and forecasts presented or referred to in this Presentation. Actual future results and operations could vary materially from the Forward Statements and past performance is not necessarily indicative of future results.

The Relevant Persons expressly disclaim all liability for any and all loss, damage, cost, claim, expense, outgoing, interest, loss of profits or loss of any kind suffered or incurred by any person as a result of or in connection with the provision or use of this Presentation, or any information subsequently provided, or the Recipients or their consultants, agents, representatives or advisers acting on or relying on the information in this Presentation, or any information subsequently provided, whether the loss, damage, cost, claim, expense, outgoing or interest arises in tort, contract, equity, under statute or otherwise.

The Recipients acknowledge that circumstances may change, and this Presentation may become outdated as a result. No obligation is imposed upon the Relevant Persons to advise the Recipients of: (i) any additional information which comes to their notice after the date of this Presentation which may affect any matter referred to in this Presentation, or (ii) any changes to or errors in the information contained in this Presentation. Any subsequent information provided by the Relevant Persons to the Recipients will form part of this Presentation and is provided subject to the terms of this Important Notice.

This Presentation is provided for general information purposes only, without taking into account any Recipient's personal objectives, financial situation or needs, and it should not be relied upon by a Recipient in considering the merits of the purchase or sale of any securities. Nothing in this Presentation constitutes investment, legal, tax, accounting or other advice. This Presentation is not, and should not be construed as, a recommendation or offer by any Relevant Person to provide financial accommodation to, or acquire shares in, or the assets of, a company or group of companies relating to TerraCom and the Business. In all cases, the Recipients must (i) consider their own financial situation, objectives and needs, (ii) make their own independent investigations, analysis and evaluation and the information (including its relevance, adequacy and completeness) set forth in this Presentation, and (iii) obtain independent professional advice regarding this Presentation, including investment, legal, tax, accounting and such other advice as it considers necessary or appropriate. This Presentation should not be relied upon as the sole representation of any matter that a Recipient should consider when evaluating TerraCom and/or the Business.

ersonal use only

DISCLAIMER

IMPORTANT NOTICE (CONTINUED)

Nothing in this document should be construed as authorising the distribution of this Presentation outside of the Commonwealth of Australia. The law in or from certain jurisdictions may restrict the distribution or possession of this Presentation, and the Recipients must inform themselves of, and observe, such restrictions. No Relevant Person accepts any liability to any person in relation to the distribution or possession of this Presentation in, or from, any jurisdiction. The Recipients acknowledge that the contents of this Presentation are not to be regarded as advice relating to legal, taxation or investment matters.

This Presentation is not a prospectus or other form of disclosure document for the purposes of the Corporations Act and does not contain all the information which would be required to be disclosed in a prospectus or other disclosure document. The information presented in this Presentation may differ materially from that presented in any disclosure document prepared in connection with any offer of securities in TerraCom. This Presentation is not and should not be considered an offer or an invitation to acquire any securities or any other financial product and neither this presentation nor any of the information contained herein shall form the basis of any contract or commitment.

The Recipients acknowledge that it does not intend that TerraCom (or any of its Related Bodies Corporate or any Relevant Persons) act or be responsible as a fiduciary to the Recipient, its management, shareholders, creditors or any other person. The Recipients are responsible for making its own independent evaluation and judgments with respect to TerraCom, the Proposed Transaction and any other related matters.

All amounts included in this Presentation are expressed in Australian dollars unless the document otherwise specifies a different denomination of currency.

By retaining this Presentation, the Recipients acknowledge that they have read, understood and accepted the terms of this Important Notice. If a Recipient does not accept the terms of this Important Notice, it must return this Presentation (and all copies of it) to TerraCom, or another person nominated by TerraCom, and not use it for any purpose.

This Notice is governed by and is to be construed in accordance with the laws of the state of Queensland, Australia and the Recipients accept the jurisdiction of the courts exercising jurisdiction there.

This document has been authorised for release by the Board.

ersonal use only

CONTENTS

1. Highlights 1H FY2022
2. Euroclear Bond Debt Reduction
3. Company Trading Analysis

ersonal use only

HIGHLIGHTS 1H FY2022

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