Ann: Scheme Booklet Registered by ASIC, page-8

Totally expected outcome imo...

'Independen' auditor BDO engaged by ESS for $40k to provide client with a valuation range. Like all auditors, they always agree with the clients' accounts and assumptions unless there is compelling evidence they need to upset the client with a contrary opinion. eg, auditors rarely call out a company's Financial Accounts as unacceptable or as a 'going concern risk' unless they have to, and 'independent valuations' agree with the client's view unless there is egregious variation... ESS board (client) demonstrably valued ESS at 50c including a premium for control, by agreeing to the TO, thus the 50c valuation becomes a goal seeking target.

I could drive a truck through the holes in the Technical Experts 'Sum of the Parts' valuation (Appendix 4) using a single, heavily skewed to 2021 Manna spinout from Breaker comp for PD. It's a thumb suck at best, based on cherry picked and insufficient single comp data, completely ignores deposit specific valuation considerations such as a scoping study considers, etc etc.

It's all a goal seeking valuation game designed not to embarrass their clients and support their client's judgement that shareholders would be materially worse off if they reject the TO offer. That said, they are correct that stand alone junior developers, cum-raise to fund development with all the dilution risk etc, nearly always end up way under-valued in price until/if funding is secured (see the Lassonde Curve). Regardless of what shareholders here think PD and their other projects are 'valued' at, I guarantee no other bidder turns up and Tianqi walk, ESS share price is getting smashed back into the 20's then waiting for brokers to pick up >50% of the company for a song to provide equity towards the development hurdle.

That is the job of this IV... remind punters that, in the BOD's opinion anyway, the price is higher than it would be go-it-alone development with all the risks and delay to valuation realisation that entails. As a 'valuation' this document is near worthless compared to a SS, which itself is a desktop compared to pre-development DFS valuation. As a reminder to would be vote-no, go-it-alone holders it's a fantastic reminder not to look a gift horse in the mouth. The upside comes from a second bidder or maybe a few more cents to mollify the disgruntled, the downside comes from shareholders thinking ESS can do better going alone, voting no and sending shares down into the 20's. Downside risk just fell away hopefully, job done.

PS; the Technical 'Comparable Transaction' valuation in Appendix 4 reduced the value/t of Resource for PD due to "no synergies' with Tianqi. There are large synergies with Min Res large Mt Marion operation up the road, obviously...

GLTAH