Iluka Resources Limited (ASX:ILU) announced that it intends to spin-off Sierra Rutile on April 13, 2022. If the demerger proceeds, eligible shareholders will be entitled to receive one share in Sierra Rutile for every Iluka share. If the demerger proceeds, Sierra Rutile will be established as an ASX listed, West African focused mineral sands company. It will have the primary objective of maximising value from Sierra Rutile's remaining deposits at Area 1 and developing the globally significant Sembehun project. If it proceeds, the demerger will be effected by a capital reduction and in-specie distribution, under which all of the shares in Sierra Rutile will be distributed to Iluka shareholders on a pro rata basis in proportion to their existing shareholding in Iluka on a record date to be determined by the Iluka Board. Sierra Rutile will be an Australian incorporated company and will apply for admission to the official list of the ASX in conjunction with the demerger. International Finance Corporation (IFC) will exit its investment in Sierra Rutile prior to the demerger.

Sierra Rutile will be established with a high quality Board and management team, led by Iluka's outgoing Chairman, Greg Martin, who will transition to be Sierra Rutile's inaugural Chairman elect. Sierra Rutile's current Chief Executive Officer, Theuns de Bruyn, will transition to Sierra Rutile's Managing Director and Chief Executive Officer elect. Martin Alciaturi has been appointed to the executive Board position of Finance Director elect of Sierra Rutile. The Managing Director and Chief Executive Officer of Sierra Rutile will be Theuns de Bruyn. Martin Alciaturi will be Finance Director of Sierra Rutile. The Iluka Board has concluded that a separation of Sierra Rutile by way of demerger is the optimal outcome for Sierra Rutile to reach its potential and maximize value for shareholders. If the demerger proceeds, Sierra Rutile will be an Australian headquartered, West African focused mineral sands producer and developer listed on the ASX. Sierra Rutile's principal business activities will be the management and operation of its existing Area 1 mine, which encompasses two operations at Lanti and Gangama; a mineral separation plant; and a dedicated port facility.

The transaction approved by the Board but remains subject to final Board, regulatory and shareholder approvals. If approved, the demerger is expected to be completed in 2022. Iluka's Directors unanimously recommend that shareholders vote in favor of the proposed demerger. Shareholder approval was received on July 22, 2022. Subject to shareholder approval, it is expected that Sierra Rutile shares will commence trading on the ASX on a deferred settlement basis from July 27, 2022. Iluka has appointed Gresham Advisory Partners as financial adviser, Herbert Smith Freehills and King & Wood Mallesons as legal advisers and Greenwoods as tax adviser. This document was approved and authorised for release to the market by Iluka's Managing Director. Deloitte Corporate Finance Pty Limited acted as fairness opinion provider.

Iluka Resources Limited (ASX:ILU) completed the spin-off of Sierra Rutile on August 4, 2022.