Etango Strategic Financing Presentation
Released
Released
Announcement PDF
Bannerman Energy Ltd W bannermanenergy.com
Suite 7, 245 Churchill Avenue, Subiaco, Western Australia 6008 T +61 8 9381 1436
PO Box 1973, Subiaco, Western Australia 6008 E info@bmnenergy.com
ASX ANNOUNCEMENT
13 February 2026
Etango Strategic Financing Presentation
Bannerman Energy Ltd (ASX:BMN, OTCQX:BNNLF, NSX:BMN) (Bannerman or the Company) is
pleased to release a copy of the presentation regarding the recently announced strategic financing for
the Etango Uranium Project with leading global integrated nuclear business, CNNC Group.
This ASX release was authorised by:
Brandon Munro, Executive Chairman
Contact
Investors:
Emma Culver
Investor Relations Manager
T: +61 8 9831 1436
eculver@bmnenergy.com
Media:
Michael Vaughan
Fivemark Partners
T: +61 422 602 720
michael.vaughan@fivemark.com.au
Important Notices
This announcement contains forward-looking statements which are identified by words such as ‘may’, ‘could’, ‘believes’, ‘estimates’,
‘targets’, ‘expects’, or ‘intends’ and other similar words that involve risks and uncertainties. These statements are based on an
assessment of present economic and operating conditions, and on a number of assumptions regarding future events and actions that,
as at the date of this announcement, are considered reasonable. Such forward-looking statements are not a guarantee of future
performance and involve known and unknown risks, uncertainties, assumptions, and other important factors, many of which are beyond
the control of the Company, the Directors, and the management. The Directors cannot and do not give any assurance that the results,
performance, or achievements expressed or implied by the forward-looking statements contained in this announcement will actually
occur and investors are cautioned not to place undue reliance on these forward-looking statements. The Directors have no intention
to update or revise forward-looking statements, or to publish prospective financial information in the future, regardless of whether new
information, future events or any other factors affect the information contained in this announcement, except where required by law or
the ASX listing rules. The information contained in this announcement does not constitute investment or financial product advice (nor
taxation, accounting, or legal advice), is not a recommendation to acquire Bannerman shares and is not intended to be used or relied
upon as the basis for making an investment decision. This announcement has been prepared without taking into account the investment
objectives, financial situation or needs of any individuals. Before making any investment decisions, prospective investors should
consider the appropriateness of the information having regard to their own investment objectives, financial situation and needs and
should seek legal, accounting and taxation advice appropriate to their jurisdiction. Bannerman is not licensed to provide investment or
financial product advice in respect of Bannerman shares.
Etango Strategic Financing with
Leading Global Integrated
Nuclear Utility, CNNC
FEBRUARY 2026
ASX:BMN, OTCQX:BNNLF AND NSX:BMN
Delivering Bannerman as a production business for the long-term:
Construction funded, strongly price leveraged, strategically
partnered
2
Of the Mineral Resources scheduled for extraction and recovery in the Etango-8 Definitive Feasibility Study (DFS) and Etango-XP / XT Scoping Study (Scoping Study), 100% are classified as Measured or Indicated.
Bannerman Energy Ltd (Bannerman, the Company) confirms that there are no Inferred Resources included in the Etango-8 DFS or Etango-XP / XT Scoping Study production schedules.
The Mineral Resources underpinning the Ore Reserve and production target in the Etango-8 DFS (and the production target in the Etango-XP / XT Scoping Study) have been prepared by a competent person in accordance
with the requirements of the JORC Code (2012). The Competent Person’s Statement is found overleaf. For full details of the Mineral Resource estimate, please refer to the ASX release dated 6 December 2022, “Etango-8
Definitive Feasibility Study”. Bannerman confirms that it is not aware of any new information or data that materially affects the Mineral Resource estimate included in that release. All material assumptions and technical
parameters underpinning the Mineral Resource estimate in that ASX release continue to apply and have not materially changed.
This release contains a series of forward-looking statements. Generally, the words "expect," “potential”, "intend," "estimate," "will" and similar expressions identify forward-looking statements. By their very nature forward-
looking statements are subject to known and unknown risks and uncertainties that may cause our actual results, performance or achievements, to differ materially from those expressed or implied in any of our forward-looking
statements, which are not guarantees of future performance. Statements in this release regarding Bannerman’s business or proposed business, which are not historical facts, are forward-looking statements that involve risks
and uncertainties, such as Mineral Resource estimates, Ore Reserve estimates, market prices of metals, capital and operating costs, changes in project parameters as plans continue to be evaluated, continued availability of
capital and financing and general economic, market or business conditions, and statements that describe Bannerman’s future plans, objectives or goals, including words to the effect that Bannerman or management expects
a stated condition or result to occur. Forward-looking statements are necessarily based on estimates and assumptions that, while considered reasonable by Bannerman, are inherently subject to significant technical,
business, economic, competitive, political and social uncertainties and contingencies. Since forward-looking statements address future events and conditions, by their very nature, they involve inherent risks and uncertainties.
Actual results in each case could differ materially from those currently anticipated in such statements. Investors are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date they
are made.
Bannerman has concluded that it has a reasonable basis for providing these forward-looking statements and the forecast information included in this ASX release. This includes a reasonable basis to expect that it will be able
to fund the development of Etango upon successful delivery of key development milestones as and when required. The detailed reasons for these conclusions are outlined in the ASX release dated 6 December 2022,
“Etango-8 Definitive Feasibility Study”, in the section titled, “Funding pathway”. While Bannerman considers all of the material assumptions to be based on reasonable grounds, there is no certainty that they will prove to be
correct or that the range of outcomes indicated by the DFS will be achieved.
To achieve the range of outcomes indicated in the DFS, pre-production funding in excess of US$353M will likely be required. There is no certainty that Bannerman will be able to source that amount of funding when required.
It is also possible that such funding may only be available on terms that may be dilutive to or otherwise affect the value of Bannerman’s shares. It is also possible that Bannerman could pursue other value realisation
strategies such as a sale, partial sale or joint venture of the Etango Project. These could materially reduce Bannerman’s proportionate ownership of the Etango Project.
For full details of the Etango-8 DFS and Etango-XP / XT Scoping Study, please refer to ASX releases dated 6 December 2022, “Etango-8 Definitive-Feasibility Study” and 18 March 2024, “Etango-XP and Etango-XT Scoping
Study”. In addition, please refer to ASX release dated 11 June 2024, “Etango-8 FEED Complete and Costs Updated; Detailed Design Commenced”. Other than the updated capital and operating costs expressed in the 11
June 2024 release, Bannerman confirms that it is not aware of any new information or data that materially affects the information included in the releases of 6 December 2022 and 18 March 2024. All material assumptions
and technical parameters underpinning the estimates in those ASX releases continue to apply and have not materially changed.
CAUTIONARY STATEMENT
Important notices
3
Forward Looking Statements
This presentation includes various forward looking statements which are identified by the use of forward looking words such as
“may”, “could”, “will”, “expect”, “believes”, “intend”, “plan”, “estimate”, “anticipate”, “continue”, and “guidance”, or other similar
words and may include, without limitation statements regarding plans, strategies and objectives of management, anticipated
production or construction commencement dates and expected costs or production outputs. Statements other than statements of
historical fact may be forward looking statements. Bannerman believes that it has reasonable grounds for making all statements
relating to future matters attributed to it in this presentation.
Forward looking statements inherently involve known and unknown risks, uncertainties and other factors that may cause the
Company’s actual results, performance and achievements to differ materially from any future results, performance or
achievements. Relevant factors may include, but are not limited to, changes in commodity prices, foreign exchange fluctuations
and general economic conditions, increased costs and demand for production inputs, the speculative nature of exploration and
project development, including the risks of obtaining necessary licences and permits and diminishing quantities or grades of
resources or reserves, political and social risks, changes to the regulatory framework within which the Company operates or may
in the future operate, environmental conditions including extreme weather conditions, recruitment and retention of personnel,
industrial relations issues and litigation. Investors should note that any reference to past performance is not intended to be, nor
should it be, relied upon as a guide to any future performance.
Forward looking statements are based on the Company and its management’s good faith assumptions relating to the financial,
market, regulatory and other relevant environments that will exist and affect the Company’s business and operations in the future.
The Company does not give any assurance that the assumptions on which forward looking statements are based will prove to be
correct, or that the Company’s business or operations will not be affected in any material manner by these or other factors not
foreseen or foreseeable by the Company or management or beyond the Company’s control.
Although the Company attempts to identify factors that would cause actual actions, events or results to differ materially from those
disclosed in forward looking statements, there may be other factors that could cause actual results, performance, achievements or
events not to be anticipated, estimated or intended, and many events are beyond the reasonable control of the Company.
Accordingly, readers are cautioned not to place undue reliance on forward looking statements. Actual results, values, performance
or achievements may differ materially from results, values, performance or achievements expressed or implied in any forward
looking statement. None of Bannerman, its officers or any of its advisors make any representation or warranty (express or implied)
as to the accuracy or likelihood of fulfilment of any forward looking statement, or any results, values, performance or achievements
expressed or implied in any forward looking statement except to the extent required by law.
Forward looking statements in this release are given as at the date of issue only. Subject to any continuing obligations under
applicable law or any relevant stock exchange listing rules, in providing this information the Company does not undertake any
obligation to publicly update or revise any of the forward looking statements or to advise of any change in events, conditions or
circumstances on which any such statement is based.
Competent Person Statement
The information in this release relating to the Mineral Resources and Ore Reserves was reported in accordance with the 2012
Edition of the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (JORC Code) and the
ASX Listing Rules in a release to the ASX dated 6 December 2022 titled “Etango-8 Definitive Feasibility Study”.
The Competent Person responsible for the reporting of the Mineral Resources in the release of 6 December 2022 is Mr Ian
Glacken, a Fellow of the Australasian Institute of Mining and Metallurgy.
The Competent Person responsible for the reporting of the Ore Reserves in the release of 6 December 2022 is by Mr Werner K
Moeller, a Member of The Australasian Institute of Mining and Metallurgy, a Member of the South African Institute of Mining and
Metallurgy and a Member of the Canadian Institute of Mining, Metallurgy and Petroleum.
Other than the additional information presented in its ASX release dated 11 June 2024 titled “Etango Feed Complete, Costs
Updated, Detailed Design”, Bannerman confirms that it is not aware of any new information or data that materially affects the
information included in the release of 6 December 2022, that all material assumptions and technical parameters underpinning the
estimates in that release continue to apply and have not materially changed, and that the form and context in which the Competent
Persons’ findings are presented have not been materially modified.
FORWARD LOOKING AND COMPETENT PERSON STATEMENTS
Important notices
4
The leading next- generation
uranium supplier of choice
Our flagship Etango Project is one of the world’s largest,
most advanced uranium development assets
Benefiting from its location in Namibia, a highly
established uranium production powerhouse
Strongly de-risked through extensive drilling, technical
evaluation and process demonstration plant
Fully permitted with a clear pathway to development and
strong social licence to operate
Readily positioned with early works advancing to
capitalise on the unfolding uranium market recovery
Scale and scalability: initial production of 3.5Mlbs pa,
expandable to 6.7Mlbs pa, from 225Mlbs U3O8 Resource
ABOUT BANNERMAN ENERGY
5
ABOUT BANNERMAN ENERGY
Corporate snapshot
CAPITAL STRUCTURE
ASX share price (11 Feb 2026) A$3.95
ASX share price (3-month VWAP) A$3.63
Shares on issue 207.7 M
Market capitalisation A$820 M
Cash (at 31 Dec 25) A$89 M
SPUT holding (TSX:U.UN, as at 31 Dec 25) A$13 M
Nam. Critical Metals holding (TSXV:NMI, at 31 Dec) A$27 M
Debt Zero
SHARE PRICE (ASX: BMN)
EQUITY ANALYST COVERAGE
SUBSTANTIAL SHAREHOLDERS (%)
MM Asset Management (11.8%)
Sprott Asset Management (11.1%)
Paradice (8.2%)
Global X (5.7%)
Other institutional (7.3%)
Board & Management (2.5%)
Retail (53.4%)
A$0.00
A$1.00
A$2.00
A$3.00
A$4.00
A$5.00
Feb 25 Apr 25 Jun 25 Aug 25 Oct 25 Dec 25 Feb 26
TRANSACTION OVERVIEW
Strategic partnership to deliver Etango as the next
greenfield uranium project globally to enter production
• Binding transformational JV investment executed with
CNNC subsidiary, CNOL, to fund Etango construction
– Structure: CNOL to subscribe for a 45% interest in Bannerman
UK subsidiary, Bannerman Energy (UK) Ltd (JVCo), which in
turn owns 95% of the Etango Project
– Subscription: US$294.5M cash into JVCo
– Reimbursement: In addition, Bannerman to receive direct
cash reimbursement for 45% of agreed early works project
spend between 1 July 2025 and completion up to a cap of
US$27M (45% share)
• Binding cornerstone life-of-mine offtake for 60% of
Etango output with Tier-1 nuclear industry counterparty, CNOL
– Arm’s length terms with pricing based on future term and spot
price indices; no floors or ceilings
– Highly attractive payment and delivery terms
Bannerman Energy Ltd
(ASX:BMN)
Bannerman Energy
(Netherlands) BV
Bannerman Energy
(UK) Ltd (JVCo)
Bannerman Mining Resources
(Namibia) (Pty) Ltd
Etango Project
CNNC Overseas Limited
(CNOL)
China National Nuclear
Corporation (CNNC)
China National Uranium
Corporation (CNUC)
One Economy Foundation
(OEF)
100%
55%
45%
95%
5% loan carried
100%
69.9%
7
STRATEGIC RATIONALE
1
2
3
4
5
Developing Etango with strong financial flexibility,
lower risk and industry-leading price exposure
Delivers construction funding with majority ownership; enabling lower risk, debt-free execution
Long-term partnership with global nuclear giant, CNNC; including broader cooperation opportunities
In aggregate, this is a company transforming transaction that embeds Bannerman as a construction funded, strongly
price leveraged and strategically partnered production business for the long-term. It is also an outstanding
validation of the world-class nature of the Etango Project, and the veracity of the technical and economic study work
undertaken on it.
Market-priced cornerstone offtake; maximising exposure to future uranium price upside
Limited conditions precedent with limited satisfaction risk; transaction completion targeted in mid-2026
Premier option from global financing process; superior to other strategic and conventional finance alternatives
Landmark investment and joint venture agreements
8
TRANSACTION DETAIL
Transaction overview Bannerman has entered into binding investment subscription and joint venture documentation with CNOL to form an incorporated joint venture (JVCo) of 45% CNOL / 55%
Bannerman in exchange for an initial investment by CNOL of US$294.5 million plus past spend reimbursement of up to US$27 million directly to Bannerman.
Share Subscription
Agreement
(SSA)
• Initial development plan. An initial development plan and JVCo budget have been agreed.
• Steering Committee. Formed immediately and functions in an advisory capacity to JVCo with the purpose of providing oversight to and facilitating the development of the Etango
Project. It comprises three nominees each from Bannerman and CNOL, and is chaired by Bannerman CEO, Gavin Chamberlain.
• Conditions precedent. Completion of SSA subject to satisfaction (or waiver, as applicable) of the following conditions precedent: completion of filings with relevant Chinese
government authorities (NDRC and Ministry of Commerce) and foreign exchange registration; CNUC shareholder approval; receipt of clearance from Namibian Competition
Commission; requisite amendment to OEF funding agreement; execution of key Etango Project infrastructure supply contracts; and customary conditions that any other regulatory
approvals jointly determined by the parties to be required are obtained and no legal or regulatory restraint being issued or made by any court preventing completion.
• Long stop date. All conditions precedent must be satisfied (or waived, as applicable) by 30 September 2026. This date can be extended by mutual consent.
Shareholders
Agreement
(SHA)
Governance principles
• Funding. Each shareholder will be required to fund its proportionate share of any future JVCo funding (Bannerman 55%/CNOL 45%) with the quantum and nature of such funding to
be determined by the JVCo Board. It is the parties’ intention to retain ownership at 55%/45% in relation to both equity and debt on an ongoing basis.
• Board composition. Bannerman is entitled to appoint three of the five directors of the JVCo Board. The same five directors will sit on the Board of Namibian subsidiary, Bannerman
Mining Resources (Namibia) (Pty) Ltd (BMRN), along with independent members as determined by the JVCo Board.
• Key executive management. Bannerman is entitled to nominate three of five key specified executive management roles at BMRN level (including CEO).
• Shareholder protections. Include: key strategic matters require unanimous JVCo Board approval or shareholder approval, including material financial decisions and funding and/or
development decisions (e.g., FID, Etango expansion and production plans); specific provisions to regulate confidentiality of information, conflicts of interest (at Board level), and related
party proposals (at shareholder level); pre-emptive rights and area of interest restraints; a standstill whereby each of CNOL and Bannerman agrees that, as long as it holds any share
in JVCo, it will not and will instruct its relevant associated companies not to acquire any shares or securities in the other or their respective associated companies that are publicly
listed without prior approval; and no shareholder will take action against JVCo to enforce repayment of its shareholder loans without prior consent of other shareholder.
Material offtake principles (also binding)
• Proportional volume allocation. CNOL has a life-of-mine entitlement to 60% of actual yellowcake production from Etango. Bannerman controls marketing of the remaining 40%.
• Arm’s length, market-based pricing. CNOL offtake volumes are priced based on a combination of spot and term uranium price indices.
• Attractive payment terms. Payment terms and delivery flexibility significantly superior to market standards and expected to reduce required working capital and optimise value.
• Marketing fee. Customary marketing fee payable to CNOL on its offtake volumes, with Bannerman entitled to the same proportional fee on its offtake sales (ie the residual 40%).
• Independent marketing of residual offtake. The residual / non-CNOL offtake (40%) will be independently marketed by Bannerman, with strict confidentiality ring-fencing in place.
A leading global integrated nuclear business group and deeply respected within
the worldwide nuclear fuel chain
Operates 27 commercial nuclear reactors, and advancing a significant growth
program with 18 units under construction or approved
One of the world’s largest consumers of uranium and an active investor in
upstream uranium capacity, including in Namibia
Brings deep experience in open-pit uranium mining and processing, including
successful operation of the Rössing Mine since 2019
Partnership with this recognised global leader - the ideal strategic alliance for
Etango and Bannerman
Clear potential to deliver substantial technical and economic efficiencies in the
construction, ramp-up, operation, and potential further expansion, of Etango
Recently listed CNNC subsidiary, CNUC, has a current market capitalisation of
over US$27B
CNOL, a wholly-owned subsidiary of CNUC, is focused on international uranium
resource development and holds key equity investments and joint venture interests
across a range of international uranium mines, projects and trading businesses
OVERVIEW OF CNNC GROUP
A Tier-1 global nuclear partner
9
9
Husab
Rössing (68.6%)
Etango
Existing CNNC
Group Uranium
Mine Interests
in Namibia
Langer Heinrich (25%)
Delivers requisite construction funding for Etango
10
OPTIMISED FUNDING APPROACH
US$353M
Etango CBE pre-
production capital
cost estimate1
US$294.5M
CNOL investment
into JVCo at
completion3
1. Refer Bannerman ASX release dated 11 June 2024, “Etango-8 FEED Complete and Costs Updated; Detailed Design Commenced”
2. Forecast JVCo other spend and working capital requirement remains subject to ongoing refinement and review
3. SHA direct subscription proceeds for 45% interest in JVCo, payable at completion
4. SHA maximum 45% share reimbursement for project spend from 1 July 2025 to transaction completion, payable by CNOL to BMN at completion (US$27M)
5. Indicative gross capital and other works spend from 1 July 2025 to transaction completion (based on maximum 45% share reimbursement payable by CNOL to BMN at completion)
Etango pre-production
capital spent to 30 June
2025
US$10M
Etango / JVCo other
spend and working
capital requirement2
CNOL 45% share of
further requisite JVCo
contributions
BMN 55% share of
further requisite JVCo
contributions
• Any future residual JVCo funding requirement for Bannerman, in
excess of its existing corporate cash reserves at transaction
completion, is expected to be modest
• Maintaining the optionality attaching to a strong corporate balance
sheet remains a Bannerman priority
Etango funding position
(unaudited, pro forma at completion) Indicative Etango
project works spend
by BMN from 1 July
2025 to completion
(based on grossed up
maximum CNOL
reimbursement)5
Maximum CNOL
reimbursement to
BMN for spend from 1
July 2025 to
completion (US$27M)4
US$60M
Etango FID targeted shortly after transaction
completion
11
TIMELINE AND NEXT STEPS
Early works program to continue through H1 2026
Progressive satisfaction of key CPs through H1 2026
Transaction completion targeted in mid-2026
Etango Final Investment Decision (FID) in H2 2026
Full-scale Etango construction start during H2 2026
First Etango uranium production targeted in 2028
Transformational financing delivers
premier uranium exposure
• Construction funded with optimal finance solution
• Majority ownership and debt-free execution pathway
• Arm’s length, market-priced cornerstone offtake
• Strategic partnership with global leader
ASX:BMN, OTCQX:BNNLF AND NSX:BMN
13
CONTACT DETAILS
Matt Horgan
Vice President, Corporate Development
Emma Culver
Investor Relations and Communications Manager
Phone: +61 8 9381 1436
Email: info@bmnenergy.com
@BannermanEnergy
@Brandon_Munro
Gavin Chamberlain
Chief Executive Officer
APPENDIX
One of the world’s largest,
most advanced uranium
development assets
Globally large-scale resource endowment
225 Mlbs U3O8 Etango-only Resources1,3
59.9 Mlbs Etango Ore Reserve3
Satellite deposits within trucking distance
Scale plus scalability
Mineral Resource Estimate (55ppm U3O8 cut-off)1,3
Resource category
Tonnes
(Mt)
Grade
(ppm U3O8)
Contained
U3O8 (Mlb)
Measured 32.4 201 14.3
Indicated 345.7 195 148.5
Inferred 140.6 200 62.0
Total 518.6 197 224.9
Mineral Resource Estimate (100ppm U3O8 cut-off)2,3
Resource category
Tonnes
(Mt)
Grade
(ppm U3O8)
Contained
U3O8 (Mlb)
Measured 26.6 226 13.3
Indicated 276.9 223 136.4
Inferred 112.5 230 57.1
Total 416.1 225 206.8
1. November 2021 Mineral Resource Estimate JORC (2012) reported within a US$75 pit shell, 55ppm U
3O8 cut-off
2. November 2021 Mineral Resource Estimate JORC (2012) reported within a US$75 pit shell, 100ppm U
3O8 cut-off
3. For full details of the Mineral Resources and Ore Reserve estimate and disclosures, please refer to ASX release
dated 6 December 2022, “Etango-8 Definitive-Feasibility Study”. The Mineral Resources underpinning the Ore
Reserve have been prepared by a competent person in accordance with the requirements of the JORC Code
(2012). The Competent Person’s Statement(s) are found in the section of this ASX release titled“Competent
Person’s Statement(s)”. Bannerman confirms that it is not aware of any new information or data that materially
affects the information included in that release. All material assumptions and technical parameters underpinning
the estimates in that ASX release continue to apply and have not materially changed
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