OM : 2023 Annual Report & Sustainability Statement

Incorporated in Bermuda

(ARBN 081 028 337)

(Malaysian Registration No. 202002000012 (995782-P))

CONTENTS

CHAIRMAN'S REPORT	01
DIRECTORS	02
KEY MANAGEMENT	04
CORPORATE DIRECTORY	05
CORPORATE STRUCTURE	06
FINANCIAL HIGHLIGHTS	07
GROUP OVERVIEW	08
PROCESSING AND SMELTING OPERATIONAL REVIEW	10
MARKETING AND TRADING OPERATIONAL REVIEW	14
BOOTU CREEK MINE	17
TSHIPI É NTLE MANGANESE MINING (PTY) LTD	24
ASX LISTING RULE 5.8.1	25
SUSTAINABILITY STATEMENT	34
GRI CONTENT INDEX	84
CORPORATE GOVERNANCE	90
DIRECTORS' STATEMENT	108
INDEPENDENT AUDITOR'S REPORT	111
STATEMENTS OF FINANCIAL POSITION	114
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME	115
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY	116
CONSOLIDATED STATEMENT OF CASH FLOWS	117
NOTES TO THE FINANCIAL STATEMENTS	119
ASX & BURSA SECURITIES ADDITIONAL INFORMATION	175

WHO WE ARE

OM Holdings Limited is a manganese and silicon smelting company, with vertical exposure in mining and trading. We are engaged in the business of trading raw ores, smelting, and marketing of processed ferroalloys. With over 25 years in the industry, we are listed on both the ASX and Bursa Malaysia, and have operations across Australia, China, Malaysia, Singapore and South Africa.

Today, the Group is one of the world's leading suppliers of manganese ores and ferroalloys and seeks to be the main ferroalloy supply partner to major steel mills and other industries.

OUR PURPOSE

Our purpose is to create sustainable value for our shareholders and stakeholders through developing and acquiring cost competitive resource assets, managing them in an environmentally safe and optimised manner, and realizing their full potential by marketing effectively.

OUR VALUES

We will fulfil our purpose by adhering to the following values:

• Safety and Wellbeing • Care and Respect • Integrity and Accountability • Innovation and Entrepreneurial • Collaboration • Sustainability

90 OM HOLDI NGS LI M ITED | AN N UAL REPORT 2023

CHAIRMAN'S REPORT

Dear Shareholders,

In 2023 we saw a prolonged and sustained decline in ferroalloy prices throughout the year, with prices globally declining by more than 20% for the full year. This decline resulted in ferroalloy prices declining two years in a row from their peak in 2021, at the height of the supply chain and energy crisis caused by COVID and the stimulus policies of that time. As we shared last year, supply shortages anticipated from geopolitical conflicts did not materialize, and producers who added to capacity were left with a net surplus. Today, prices are firmly in pre-COVID territory, but nascent signals suggest that this longer than usual decline from a higher than usual peak has run its course.

Looking at the manganese alloy markets, we saw silicomanganese test the US$840-850 CIF Japan price floor twice towards the end of 2023, during a particularly challenging quarter. Since then, prices have rebounded and remained firmly above US$900, with certain contracts closing US$100 higher than the bottom of the market. This suggests both supply discipline from certain producers, and declining capacity utilization in much of the developed world. For ferrosilicon, while we look to China as marginal suppliers to the market, much of 2024 will hinge on the outcome of the attempt to nationalize Russia's largest ferrosilicon producer. If this process is successful, it is likely that more consumers will shun products of Russian origin, depriving the global markets of a major supplier of ferrosilicon. These factors are also partially reflected in order books, with near term months selling down at a faster pace.

Our Sarawak Plant continues to operate from a unique position, with access to long-term competitive hydropower, anchoring its ability to produce energy-intensive ferroalloy efficiently and cleanly. Ferroalloy production for the year was 433,961 tonnes, 20% higher than the prior year, and outperforming initial guidance for the year. This was due to shorter downtime from maintenance, as well as re-purposing the modified silicon metal furnaces to capture margins for ferrosilicon. We anticipate restarting silicon metal commissioning this year.

We continue to carry out rehabilitation activities at our Bootu Creek Mine with a focus on repairing landforms to prepare for seeding after the year-end wet season. With an environmental bond of US$7.9 million lodged with the Northern Territory Government in Australia, we are concurrently working on a revised Mine Management Plan which will outline the revised mine closure criteria, allowing for proportional refund applications. With planned rectification works in place, we expect to restart the Ultra Fines Plant in Q4 2024.

In 2023, we also concluded the sale of 90% of our smelter in China for consideration of approximately US$25.8 million. The proceeds received to date of approximately US$10.2 million have been deployed to working capital needs and sustaining capital expenditure. With a 10% retention stake in the asset, we continue to maintain a strategic relationship with the new owners and expect to provide marketing and procurement services when the production restarts.

Despite challenging market conditions, we managed to generate US$94.9 million in EBITDA for the year. While overall production and trading volume increased, this was offset by lower average selling prices across all products, significantly compressing margins. Given the natural logistics time lag between importing raw materials, stocking at site, and shipping our products, performance will always be impacted in a declining market environment where raw material costs and selling prices are declining in tandem. We expect this effect to reverse itself as markets stabilize, and to work in our favour as prices start improving.

Total borrowings increased slightly as revolving credit facilities were drawn to facilitate the acquisition of the remaining 25% of OM Sarawak in December 2022. This was subsequently offset with ongoing principal loan repayments which amounted to US$47.6 million in 2023, majority of which related to the Sarawak smelter project financing. For full year 2023, we effectively maintained total borrowings to equity at 0.64 times.

On the corporate front, we successfully placed 27,633,464 fully paid ordinary shares in December 2023 to JFE Shoji, our decade long business partner, for consideration of approximately A$13 million. This coincides with the end of a term loan that JFE had maintained with the Company and had extended periodically, since the inception of the Sarawak Plant. We welcome JFE as a shareholder and look to strengthening the relationship for new developments and partnerships.

This year, we achieved a notable milestone in our sustainability journey as OM Sarawak received ISO 14001 and 45001 certifications for Environmental and Occupational Safety and Health management systems. These certifications, accredited by the United Kingdom Accreditation Service (UKAS), underscore our dedication to maintaining international standards and reflect our ongoing sustainability commitment.

As we enter the third year of our sustainability reporting, we've taken a significant step forward by incorporating Scope 3 data into our greenhouse gas (GHG) reporting. We are pleased to share that our GHG statement, prepared in accordance with ISO14064-1:2018, underwent thorough verification by a reputable third-party consultant, affirming its satisfactory status. We have also expanded our Life Cycle Analysis (LCA) exercise this year to include ferrosilicon, which complemented the analyses conducted on manganese ore and manganese alloys over the past two years. This gives us a more holistic understanding of our products' environmental impact across its lifecycle - from raw material extraction to production and use, allowing for more informed decision making on minimizing our footprint while maximizing resource efficiency.

Looking ahead, our long term vision remains clear despite headwinds in the market. While still prioritising the hot commissioning of the silicon metal furnaces, the decision to fully ramp up to commercial production and enter the market is strategic, as we aim to await the opportune moment to enter the market, ensuring optimal returns for our stakeholders.

While we continue to produce our core products - ferrosilicon and manganese alloys, we are also looking at developing various bespoke and higher value-added products in 2024, working closely with steel makers who supply specialized steel products to the EV motor supply chain. Cost management initiatives and operational efficiencies will remain a focus area to strengthen and support the Company's financial performance through the current round of market cycle recovery.

Beyond market fundamentals, the Company stands to benefit as the region's lowest cost quartile producer. This competitive advantage, combined with our operational expertise and market know-how in managing product flows flexibly, positions the Company favourably for a market recovery.

I would like to express my gratitude to all stakeholders, especially our long-term shareholders, employees, customers and suppliers for the unwavering support and confidence throughout this challenging period. We remain committed to creating value for all stakeholders and seek to be the region's leading suppliers, while pursuing organic growth sustainably.

LOW NGEE TONG

Executive Chairman

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01

DIRECTORS

LOW NGEE TONG

Executive Chairman

ZAINUL ABIDIN RASHEED

Independent

Deputy Chairman

JULIE ANNE WOLSELEY

Non-Executive Director &

Joint Company

Secretary

Mr Low is a qualified Mechanical Engineer, having graduated from the National University of Singapore. He has over 42 years of experience in the steel, ferro alloy and building materials industries in Asia. That experience was gained with Chiyoda Limited, a global Japanese civil engineering group, Intraco Limited, Intraco Resources Pte Limited, and C Itoh Limited, a significant Japanese metals trading house. Mr Low has demonstrated a significant network for marketing in China and internationally. He was the Chief Executive Officer of OMH since its incorporation and subsequent listing in 1998. In October 2008, Mr Low became the Executive Chairman of OMH. Mr Low's business relationships and reputation with several large multinational corporations in Asia have enabled OMH to successfully establish its profitable operations based in Singapore and extending to China, Malaysia, South Africa and Australia.

Mr Zainul Abidin graduated with a Bachelor of Arts (Honours) in Economics and Malay Studies from the University of Singapore. Mr Zainul was a Member of Parliament (from 1997-2011) and served as the Senior Minister of the State for the Ministry of Foreign Affairs of the Government of Singapore, a position he held since 2006. Prior to serving in government service, Mr Zainul had an illustrious career in journalism which included the positions of Editor of Berita Harian, The Singapore Business, The Sunday Times and Associate Editor of The Straits Times.

Mr Zainul currently serves as the Ambassador to Kuwait (Non-Resident) and was formerly the Foreign Minister's Special Envoy to the Middle East. Mr Zainul also used to serve as a Corporate Adviser to Singapore's Temasek International Pte Ltd, and is now a member of the Temasek Foundation Cares Board of Directors. He is a member of the Nanyang Technological University Board of Trustees and Board of Directors of Mediacorp.

Mr Zainul served numerous government agencies, councils and civic organizations including Executive Secretary of the Singapore Port Workers' Union, a member of the Board of Directors of the Port of Singapore Authority, President of the Singapore Islamic Religious Council, Chairman of the Malay Heritage Foundation, Chief Executive Officer of the Council for the Development of the Malay/Muslim Community (MENDAKI), the Council for Security Co-operation in the Asia Pacific, the National University of Singapore Council as well as being the Patron of the Singapore Rugby Union and Adviser to the Hockey Federation.

Mr Zainul Abidin is a member of the Company's Remuneration Committee.

Ms Wolseley holds a Bachelor of Commerce degree and is a Fellow Chartered Accountant of the Australia and New Zealand Institute. She is the Principal of a corporate advisory company and has over 32 years of experience as Company Secretary to a number of ASX-listed companies operating primarily in the resources sector. Previously Ms Wolseley was an Audit Manager both in Australia and overseas for an international accounting firm. Her expertise includes corporate secretarial, management accounting, financial and management reporting in the mining industry, IPOs, capital raisings, cash flow modelling and corporate governance. Ms Wolseley is a member of the Company's Audit and Remuneration Committees.

Ms Wolseley is also a board member of Aquinas College, an independent school for boys in Perth, Western Australia.

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TAN PENG CHIN

Independent

Non-Executive

Director

DATO' ABDUL HAMID

BIN SH MOHAMED

Independent

Non-Executive

Director

TAN MING-LI

Independent

Non-Executive

Director

DIRECTORS

Mr Tan Peng Chin was the founder, managing director and consultant of Tan Peng Chin LLC until he retired from the firm on 31 December 2015. Mr Tan was also a Notary Public and Commissioner for Oaths from 1995 to 2015. He was an Accredited Mediator with the Singapore Mediation Center. Mr Tan's legal expertise includes corporate finance, banking, company and commercial laws, international trade, joint ventures and issues concerning shareholders and directors. In addition, Mr Tan has acted in numerous cross border transactions in the course of his legal career spanning more than 38 years. Mr Tan has served as an Independent Director in numerous Singapore- listed companies since 1996. He graduated with a Bachelor of Laws (2nd Upper Class) from the National University of Singapore in 1982.

He was also a member of the Institutional Review Board of the Singapore National Cancer Center from 2007 to 2014. Mr Tan was instrumental in setting up Clarity Singapore Limited in 2010, a charity under the auspices of Caritas (the Catholic Church) to assist persons suffering from mental illnesses and was Chairman / Vice Chairman of the Board until his retirement from the Board in Oct 2021. Mr Tan has also volunteered with various charities including Christian Outreach for the Handicapped and the Roman Catholic Prison Ministry. He is also a director of Orchestra of Music Makers Ltd.

With his board experience in various companies in Asia and his legal expertise, Mr Tan is able to assist the Company in its strategic pursuits. He has been a Non-Executive Director since 14 September 2007.

Mr Tan is the Chairman of the Remuneration Committee.

Dato' Abdul Hamid Bin Sh Mohamed is a Fellow of the Association of Chartered Certified Accountant. He started off his career in an accounting firm before joining Bumiputera Merchant Bankers Berhad, a merchant and investment bank, and subsequently Amanah Capital Malaysia Berhad, another financial institution group owned by the largest unit trust fund on Malaysia then.

He eventually joined the Kuala Lumpur Stock Exchange ("KLSE"), now known as Bursa Malaysia, where he rose from Senior Vice President Strategic Planning & International Affairs, subsequently to Deputy President (Strategy and Development) and finally to the position of Chief Financial Officer. During his 5 years with KLSE, he led several major projects including the acquisition of Kuala Lumpur Options and Financial Futures Exchange, Commodity and Monetary Exchange of Malaysia and the subsequent merger of both exchanges to form the Malaysian Derivatives Exchange, as well as the acquisition of Malaysian Exchange of Securities Dealing and Automated Quotation. He also led KLSE's demutualisation exercise.

He holds directorships in various companies in Malaysia including MMC Corporation Berhad (a listed company on Bursa Malaysia which was recently privatised), Maybank Investment Bank Berhad (a subsidiary and investment banking arm of Malayan Banking Berhad which is also listed on Bursa Malaysia), and Ekuiti Nasional Berhad (a Malaysian government-linked private equity company). He is currently the Executive Director (and major shareholder) of Symphony House Sdn Bhd, a privately owned investment holding company. Other directorship includes Maybank International Holdings Sdn Bhd and PT Maybank Sekuritas Indonesia.

Dato' Abdul Hamid Bin Sh Mohamed is a member of the Company's Audit Committee.

Ms Tan Ming-li is currently a partner of the Malaysian legal firm, Cheang & Ariff. She graduated with a double degree in Law (Hons) and Science from the University of Melbourne. She was called to the Malaysian Bar in 1994 and has been in legal practice for over 30 years. Her areas of expertise include corporate and securities laws where she is involved in advising on capital market transactions, mergers and acquisitions, corporate restructuring and corporate finance related work.

She currently serves as an independent director for CapitaLand Malaysia Trust and BP Plastics Holding Berhad.

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03

KEY MANAGEMENT

as at 1 April 2024

NAME	POSITION
Heng Siow Kwee	Director, Group HR , Joint Company Secretary
Eugene Tan	Group Financial Controller
Chen Xiao Dong	Managing Director, OM Sarawak
Dai Han Ping	General Manager, OM Sarawak
Adrian Low	Managing Director, OMS
Li Ying	General Manager, OMM
Don Heng	Managing Director, OMML
Goh Ping Choon	General Manager, Corporate, OMS
Mustapha Bin Ismuni	Director, OM Sarawak
Lisa Chee	General Manager, HR, OM Sarawak
Choi Pik Choing	Deputy General Manager, Finance, OM Sarawak
Liu Xian Feng	General Manager, OMQ
Pu Guo Liang	General Manager, Engineering, OMA
Chen Hui Zhi	General Manager, Trades, OMQT

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		CORPORATE DIRECTORY
Directors		Name of Principal Bankers
Low Ngee Tong	(Executive Chairman)	Bank of China
Zainul Abidin Rasheed	(Independent Deputy Chairman)	Citibank N.A., Singapore Branch
Julie Anne Wolseley	(Non-Executive Director)	Commonwealth Bank of Australia
Tan Peng Chin	(Independent Non-Executive Director)	Export-Import Bank of Malaysia Berhad
Dato' Abdul Hamid	(Independent Non-Executive Director)	Malayan Banking Berhad
Bin Sh Mohamed		RHB Bank Berhad
Tan Ming-li	(Independent Non-Executive Director)	Standard Chartered Bank
Company Secretaries		United Overseas Bank Limited
	Name and Address of Auditors
Heng Siow Kwee
Julie Anne Wolseley		Foo Kon Tan LLP
Conyers Corporate Services (Bermuda) Limited	Public Accountants and Chartered Accountants
ADDRESS OF COMPANY AND REGISTRIES	1 Raffles Place, #04-61/62
One Raffles Place Tower 2
The address of the Corporate Office of the Company:	Singapore 048616
Name and Address of Appointed Australian
10 Eunos Road 8
#09-03A Singapore Post Centre	Agent and Australian Registered Office:
Singapore 408600		OM Holdings (Australia) Pty Ltd
Telephone	: (65) 6346 5515	102 Angelo Street
Facsimile	: (65) 6342 2242	South Perth, WA 6151
Email	: [e-mail]	Name of Bermuda Resident Representative
The address of the Bermuda Registered Office:
Conyers Corporate Services (Bermuda) Limited
Clarendon House		Website
2 Church Street, Hamilton HM 11	: www.omholdingsltd.com
Bermuda		ASX Code
The address of the Company's	: OMH
Principal Share Registry in Bermuda:	Bursa Code	: OMH(5298.KL)
Conyers Corporate Services (Bermuda) Limited
Clarendon House
2 Church Street, Hamilton HM 11
Bermuda
The address of the Company's
Branch Share Registry in Australia:
Computershare Investor Services Pty Ltd
Level 17
221 St Georges Terrace
Perth, Western Australia 6000
Telephone	: (618) 9323 2000
Facsimile	: (618) 9323 2033
Website	: www.computershare.com
The address of the Company's
Branch Share Registry in Malaysia:
Tricor Investor & Issuing House Services Sdn Bhd
Unit 32-01, Level 32
Tower A, Vertical Business Suite
Avenue 3, Bangsar South
No. 8 Jalan Kerinchi
59200 Kuala Lumpur
Malaysia
Telephone	: (603) 2783 9299
Website:	: https://www.omholdingsltd.com/investor-relations/shareholder-services/

OM HOLDI NGS LI M ITED | AN N UAL REPORT 2023

05

CORPORATE STRUCTURE

as at 31 December 2023

(Incorporated in Bermuda ARBN 081 028 337)

(Malaysia Registration No.) 202002000012 (995782-P)

Listed on ASX on 19 March 1998

Listed on Bursa Malaysia on 22 June 2021

100%

(OMM)

OM (Manganese) Ltd (Incorporated in Australia)

99.99%

(OMR HK)

OM Resources (HK) Limited

(Incorporated in Hong Kong)

100%	100%
(OMH BVI)	(OMH MU)
OM Holdings (B.V.I) Limited	OMH (Mauritius) Corp.
(Incorporated in B.V.I)	(Incorporated in Mauritius)

26%

(NMPL) Ntsimbintle Mining Proprietary Limited (Incorporated in South Africa)

50%

(Tshipi Mines)

Tshipi é Ntle Manganese Mining (Pty) Ltd

(Incorporated in South Africa)

100%

(OMMY)

OM Resources (M) Sdn.Bhd.

(Incorporated in Malaysia)

60%

(OMMR)

OM (ANR) Resources Sdn.Bhd.

(Incorporated in Malaysia)

100%

(OMSM) OM Materials (Samalaju) Sdn.Bhd.

100%	100%
(OMS)	(OMST)
OM Materials (S) Pte Ltd	OM Materials Trades (S) Pte. Ltd.
(Incorporated in Singapore)	(Incorporated in Singapore)

100%

(OMQT) OM Materials Trading (Qinzhou) Co., Ltd (Incorporated in China)

100%

(OMSA)

OM Materials (Sarawak) Sdn. Bhd.

100%

(OMMP)

(Incorporated in Malaysia)

(Incorporated in Malaysia)

OM Property Development Sdn. Bhd. (Incorporated in Malaysia)

100%

(OMME)

80%

(OMA) OM Hujin Science & Trade (Shanghai) Co., Ltd (Incorporated in China)

100%

(OMML)

OM Materials & Logistics (M) Sdn. Bhd.

(Incorporated in Malaysia)

OM Engineering Tech (M) Sdn. Bhd.

(Incorporated in Malaysia)

94%

(OMNA)

OM New Aomeng Engineering and Tech Co. Ltd.

(Incorporated in China)

10%

(OMQ) OM Materials (Qinzhou) Co., Ltd (Incorporated in China)

50%

(WOSL)

Wen Ocean Shipping & Logistics Sdn. Bhd.

(Incorporated in Malaysia)

33.33%
(OMJ)	Subsidiaries
OM Materials Japan Co. Ltd.
Associates
(Incorporated in Japan)

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Revenue (US$'million)

FY2022 856.6

FY2023 589.2

FY2019 714.6

FY2020 543.9

FY2021 779.9

FY2022 856.6

FY2023 589.2

Total Assets Per Share (US$)

FY2022 1.20

FY2023 1.23

FY2019 1.14

FY2020 1.19

FY2021 1.28

FY2022 1.20

FY2023 1.23

Gross Profit (US$'million)

FY2022 206.9

FY2023 94.8

FY2019 106.2

FY2020 66.7

FY2021 206.0

FY2022 206.9

FY2023 94.8

FINANCIAL HIGHLIGHTS

as at 31 December 2023

5 YEAR GROUP FINANCIAL HIGHLIGHTS

Financial year ended	2023	2022	2021	2020	2019
31 December	US$'million	US$'million	US$'million US$'million	US$'million
Revenue	589.2	856.6	779.9	543.9	714.6
Profit/(loss) before	32.7	105.6	84.5	(3.5)	41.0
income tax
Profit attributable
to owners of the	18.1	67.8	61.5	3.5	39.4
Company
Total assets	940.9	886.0	943.6	874.0	842.6
Shareholders'	411.4	396.1	368.0	309.3	297.7
funds
Net tangible assets	414.6	399.7	443.7	361.7	355.8
	US$	US$	US$	US$	US$
Total assets per	1.23	1.20	1.28	1.19	1.14
share
	US$ cents	US$ cents	US$ cents	US$ cents	US$ cents
Net asset backing	54.2	54.3	60.2	49.1	48.3
per share
Basic profit per	2.5	9.2	8.4	0.5	5.3
share
	2023	2022	2021	2020	2019
Gross profit
(US$ millions)	94.8	206.9	206.0	66.7	106.2
Gross profit
margin (%)	16.1	24.2	26.4	12.3	14.9

SALES BY INTERNATIONAL REGIONS

Region	2023	2022	2021	2020	2019
	%	%	%	%	%
Asia Pacific	81.0	76.6	86.4	86.1	83.6
Americas	8.5	14.1	3.7	1.7	4.6
Europe	6.9	6.4	6.3	5.5	7.7
Middle East	3.2	2.8	3.6	6.3	3.9
Africa	0.4	0.1	0.0	0.4	0.2
Total	100.0	100.0	100.0	100.0	100.0

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07

OMH GROUP OVERVIEW

KEY OPERATING ENTITIES OF OM HOLDINGS GROUP

OMH is the investment holding company of the Group. The main operating entities within the Group are outlined below.

OM Materials (Qinzhou) Trading Co Ltd ("OMQT")

OMQT is the distribution arm of OMS in China. This company supports the operations of OMS and distributes and trades materials in China.

OM Materials (Qinzhou) Co Ltd ("OMQ")

OMQ owns a manganese alloy smelter in Qinzhou, Guangxi province, China. The smelter is located approximately 1km from the Qinzhou port, providing OMQ a competitive advantage with respect to ease of access to seaborne manganese ore. OMQ also provides the Group with intangible benefits such as market intelligence and insights into smelter economics in China. Production ceased since December 2021 due to elevated power-tariffs in China. A Share Sale Agreement for the sale of a 90% equity interest in OMQ to Beijing Kunpeng Hongsheng Metal Co. Ltd was executed on 1 November 2023. OMS has retained a 10% interest in OMQ.

OM Materials (S) Pte Ltd ("OMS")

OMS, based in Singapore is the strategic trading hub of the Group. It handles the logistics, marketing, product flow and distribution activities of the Group. Core businesses of OMS include marketing of OM Sarawak's alloy production, as well as the distribution of third party ores to the Group's global network of customers.

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