Metals Acquisition Corp SPAC Presentation Deck

Risks Related to the Business Combination and the SPAC • The sponsor of the SPAC has agreed to vote in favor of the Business Combination, which will increase the likelihood that the SPAC will receive the requisite stockholder approval for the Business Combination and the transactions contemplated thereby regardless of how our public shareholders vote. • If the conditions to the Business Combination agreement are not satisfied, the Business Combination may not occur. Similarly, the Business Combination may be forced to close even if SPAC's board of directors determines it is no longer in the best interest of the SPAC's shareholders. . Risk Factors (cont.) • There can be no assurance that the Company will be able to obtain the necessary financing for the Business Combination, and the purchase agreement relating to the Business Combination does not allow the Company to terminate if it fails to obtain such financing. • The market price and trading volume of the SPAC shares may be volatile and could decline significantly following the Business Combination. If we need to obtain additional capital in the future through the issuance of securities, it may result in the dilution of the interest of our ordinary shareholders. The SPAC may have been a passive foreign investment company, which could result in adverse United States federal income tax consequences to U.S. investors. You will not have the same protections as an investor in an underwritten public offering. Following the Business Combination, we will incur increased costs and become subject to additional regulations and requirements as a result of becoming a public operating company. We are and will continue to be an "emerging growth company" and are subject to reduced SEC reporting requirements applicable to emerging growth companies. The SPAC is not required to obtain an opinion from an independent investment banking firm or from an independent accounting firm, and consequently, you may have no assurance from an independent source that the price the SPAC is paying for the business is fair to the SPAC from a financial point of view. . The SPAC or the Target may waive one or more of the conditions to the Business Combination. The exercise of discretion by The SPAC's directors and officers in agreeing to changes to the terms of or waivers of closing conditions in the Business Combination agreement may result in a conflict of interest when determining whether such changes to the terms of the business combination agreement or waivers of conditions are appropriate and in the best interests of the SPAC's shareholders. Pre-existing relationships between participants in the Business Combination and the related transactions could give rise to actual or perceived conflicts of interest, which may influence participants to support or approve the Business Combination without regard to your interests or in determining whether we are appropriate for the SPAC's initial Business Combination. . Our controlling shareholders may take actions which are not necessarily in our interest or in the interest of our other shareholders If the SPAC is unable to complete a business combination by August 2023, the SPAC will cease all operations except for the purpose of winding up and the SPAC will redeem the public shares and liquidate. The SPAC will incur significant transaction and transition costs in connection with the Business Combination. Because the SPAC is incorporated under the laws of the Cayman Islands, in the event the Business Combination is not completed, you may face difficulties in protecting your interests, and your ability to protect your rights through the U.S. federal courts may be limited. • Anti-takeover provisions in our governing documents might discourage, delay or prevent a change in control of our company or changes in our management and, therefore, depress the trading price of our ordinary shares. • The trading market for our ordinary shares will be influenced by the research and reports that industry or securities analysis may publish about us, our business, our market and our competitors. If the Business Combination's benefits do not meet the expectations of financial analysts, the market price of our ordinary shares may decline. • If securities or industry analysts do not publish research or reports about our business, or publish negative reports about our business, our stock price and trading volume could decline. Substantial future sales, or the perception of future sales, of our ordinary shares could cause the market price of our ordinary shares to decline. The Company and the SPAC will incur significant, non-recurring transaction costs in connection with the Business Combination. 37

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