ENEOS : Notice regarding transfer of partial shares in Pan Pacific Copper Co., Ltd. (change in consolidated subsidiary (sub-subsidiary)) and partial interest of Los Pelambres Copper Mine（212KB）

[Translation]

December 20, 2023

To whom it may concern

Company Name: ENEOS Holdings, Inc.

Representative: Miyata Tomohide Representative Director

Code number: 5020;

TSE Prime Market/

NSE Premier Market

Contact person: Eguchi Sayuri Group Manager, Investor Relations Group, Investor Relations Department (Tel.: [phone])

Notice regarding transfer of partial shares in Pan Pacific Copper Co., Ltd. (change in consolidated

subsidiary (sub-subsidiary)) and partial interest of Los Pelambres Copper Mine

ENEOS Holdings, Inc. announces that its wholly-owned subsidiary, JX Metals Corporation (President: Hayashi Yoichi) and Marubeni Corporation (President: Kakinoki Masumi) today agreed that JX Metals Corporation will transfer 20% shares of Pan Pacific Copper Co., Ltd. (President: Hori Kazuhiro), of which JX Metals Corporation holds 67.8%, and 3.27% interest of Los Pelambres Copper Mine, of which JX Metals Corporation indirectly holds 15.79%, to Marubeni Corporation.

We expect no material impact from the above on our consolidated earnings for the period ending March 31, 2024.

REFERENCE

"Structural Reform of JX Metals' Base Businesses"

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December 20, 2023

JX Metals Corporation

Structural Reform of JX Metals' Base Businesses

JX Metals Corporation (President: Hayashi Yoichi; "the Company") today agreed with Marubeni Corporation

(President: Kakinoki Masumi; "Marubeni") on the transfer to Marubeni of 20% of shares in Pan Pacific Copper

Co., Ltd. (President: Hori Kazuhiro, "PPC"), in which the Company has a 67.8% shareholding, as well as 3.27%1 of the interests in the Los Pelambres Copper Mine, in which the Company has an indirect share of 15.79%.

In its mineral resources business and smelting and refining business, the Company has long partnered with Marubeni, which has a wealth of knowledge and expertise in the copper resource business, in areas including joint investment in the Los Pelambres Copper Mine and dealings with PPC, which handles raw materials procurement and sales in the Company's copper smelting and refining business. The Company positions the mineral resources business and the smelting and refining business as its "Base Businesses" that strengthen supply chains and support growth in "Focus Businesses" such as semiconductor materials. "Base Businesses" are also significant from the perspective of the realization of a sustainable society by promoting resource circulation and decarbonization. Solidifying the partnership with Marubeni through this transfer is expected to generate synergy in various areas, such as leveraging Marubeni's networks to expand the clientele and enhancing resilience in raw materials procurement. This will enable the Company's Base Businesses to become even more competitive.

In conjunction with this transfer, PPC (revenue: 1,133.2 billion yen; interest-bearing debts: 195.4 billion yen)2 is expected to switch from a consolidated subsidiary to an equity-method affiliate. As a result, consolidated revenue of Focus Businesses, which are positioned at the core of the Company's growth strategy, will increase significantly as a proportion of overall revenue, and the ratio of consolidated operating profit to revenue will also rise sharply. In addition, consolidated interest-bearing debts will reduce considerably, leading to a major improvement in the JX Metals Group's profitability and financial standing.

The Company will continue to accelerate efforts to reinforce its Base Businesses and improve its capital efficiency, as well as to promote initiatives to realize the Sustainable Copper Vision and resource circulation. At the same time, it will take proactive and flexible measures to further expand focus businesses at the core of its growth strategy and realize the JX Metals Group's long-term vision for 2040.

Notes:

1. 13.06% of shares in Nippon LP Resources B.V., which has a 25% shareholding in Minera Los Pelambres.
2. Results for the fiscal year ended March 31, 2023 (non-consolidated).

For reference:

1. Marubeni overview

Head office	4-2 Ohtemachi 1-chome,Chiyoda-ku, Tokyo
Representative	Kakinoki Masumi, President and CEO
Capital	263.3 billion yen
	Using the broad business networks, both within Japan and overseas, to conduct
	importing and exporting (including third country trading), as well as domestic
	business, encompassing a diverse range of business activities across wide-ranging
Main business	fields including lifestyle, IT solutions, food, agri business, forest products, chemicals,
	metals & mineral resources, energy, power, infrastructure project, aerospace & ship,
	finance, leasing & real estate business, construction, industrial machinery & mobility,
	next generation business development and next generation corporate development.
Total Assets	7,953.6 billion yen (as of March 31, 2023 (consolidated))
Employees	4,340 (Marubeni Group employees: 45,995)

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2．Information on transfer of PPC shares

(1) PPC overview (as of December 1, 2023 unless otherwise specified)

	Head office		The Okura Prestige Tower, 10-4 Toranomon 2-chome,Minato-ku, Tokyo
	Representative		Hori Kazuhiro, Representative Director, President & Chief Executive Officer
	Capital		5 billion yen
	Date of establishment		October 3, 2000
		 Purchase of copper concentrates
	Main business		 Production, outsourcing, and sale of refined copper as well as sulfuric acid,
				precious metals, and other by-products of copper smelting
	Major shareholders		JX Metals Corporation 67.8%, Mitsui Mining & Smelting Co., Ltd. 32.2%
	and shareholding ratio
	Employees		56
	PPC operating results and financial position over the last three years (unit: million yen)
	Fiscal year ended			March 31, 2021		March 31, 2022		March 31,2023
	Net assets			65,249		62,804		82,894
	Total assets			356,905		450,992		517,119
	Revenue			783,936		936,044		1,133,238
	Operating profit			2,796		13,704		22,736
	Income before income			1,207		10,158		19,052
	taxes
	Net profit			627		6,935		13,076
(2) Shareholdings before and after transfer
	Pre-transfer shareholding			8,018 shares
	Shares to be sold			2,365
	Sale price			14.5 billion yen
	Post-transfer shareholding		5,653 shares (proportion of shares held: 47.8%)
(3) Schedule
	Contract date			December 22, 2023
	Timing of share transfer			March 2024 (Planning)

3. Information on transfer of interests in the Los Pelambres Copper Mine

(1) Los Pelambres Copper Mine overview (as of December 1, 2023)

Location	Coquimbo Region, Republic of Chile
Started production	January 2000
Mineral reserves	Approx. 6 billion tons (copper grade: 0.50%)
(as of December 31, 2022)
Copper production	275,000 tons / Year
(2022 Results)
	Company Name	Before the	After the
	transaction	transaction
	Antofagasta plc	60.00%	60.00%
Share of interests	the Company	15.79%	12.52%
	Marubeni	9.21%	12.48%
	Mitsubishi Materials Corporation	10.00%	10.00%
	Mitsubishi Corporation	5.00%	5.00%

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(2)	Shareholdings before and after transfer (Nippon LP Resources)
		Pre-transfer shareholding	25,263 shares
		Shares to be sold	5,224
		Post-transfer shareholding	20,039 shares (proportion of shares held: 50.1%)
		Note: Sales price has not been disclosed due to contractual confidentiality obligations related to this
		transaction.
(3)	Schedule
		Contract date	December 22, 2023
		Timing of share transfer	March 2024(Planning)

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