Western Areas : Scheme Booklet Registered with ASIC

ASX RELEASE

28 April 2022

SCHEME BOOKLET REGISTERED BY ASIC

Western Areas Limited ("Western Areas" or the "Company") refers to its previous announcement made on 27 April 2022 in relation to:

• • the proposed scheme of arrangement pursuant to which a wholly-owned subsidiary of IGO Limited (ASX: IGO), IGO Nickel Holdings Pty Ltd, will acquire all of the shares in Western Areas ("Scheme"); and

• • the orders made by the Supreme Court of Western Australia that Western Areas convene a meeting of Western Areas shareholders to consider and vote on the Scheme ("Scheme Meeting") and approving the dispatch of an explanatory statement providing information about the Scheme, together with the Notice of Scheme Meeting (together, the "Scheme Booklet") to Western Areas shareholders.

Scheme Booklet

Western Areas confirms that the Australian Securities and Investments Commission ("ASIC") has today registered the Scheme Booklet. A copy of the Scheme Booklet is attached to this announcement and will also be made available on Western Areas' website atwww.westernareas.com.au.

The Scheme Booklet will be dispatched to Western Areas shareholders on Monday, 2 May 2022. For details of how you will receive your Scheme Booklet, please refer to the Company's previous announcement made on 27 April 2022.

Western Areas shareholders should carefully read the Scheme Booklet in its entirety, including the material accompanying it, before deciding whether to vote in favour of the Scheme. If after reading the Scheme Booklet you have any further questions about the Scheme or the Scheme Booklet, please contact the Western Areas Shareholder Information Line on 1300 504 898 (within Australia) or [phone] (outside Australia) between 8:30am and 5:00pm (AEST) Monday to Friday, excluding public holidays.

Independent Expert's Report and Directors' recommendation

The Scheme Booklet includes a copy of the independent expert's report prepared by KPMG Financial Advisory Services (Australia) Pty Ltd ("Independent Expert"), which concludes that the Scheme is not fair but is reasonable to Western Areas shareholders and therefore is, on balance, in the best interests of Western Areas shareholders, in the absence of a superior proposal.

The Directors of Western Areas continue to unanimously recommend that Western Areas shareholders (other than Excluded Shareholders, as that term is defined in the Scheme Implementation Deed) vote in favour of the Scheme at the Scheme Meeting, in the absence of a Superior Proposal (as that term is defined in the Scheme Implementation Deed) and subject to the Independent Expert continuing to conclude that the Scheme is in the best interests of Western Areas shareholders. Subject to those same qualifications, each member of the Western Areas Board intends to vote, or cause to be voted, all Western Areas shares held or controlled by them in favour of the Scheme.

Scheme Meeting

The Scheme Meeting, at which Western Areas shareholders will vote on the proposed Scheme, will be held at 10:00am (AWST) on Wednesday, 1 June 2022. Due to the COVID-19 pandemic, in the interests of the health and safety of Western Areas shareholders and staff, the Scheme Meeting will be held electronically via an online platform.

Details of how to access the online platform and participate in the Scheme Meeting are contained in the notice of meeting included in the Scheme Booklet and the Online Meeting Guide which is attached to the Notice of Scheme Meeting and also available athttps://www.computershare.com.au/virtualmeetingguide.

All registered Western Areas shareholders as at 10:00am (AWST) on Monday, 30 May 2022 will be eligible to vote at the Scheme Meeting.

ASX RELEASE

-ENDS-

The release has been authorised by the officers below. For further details, please contact:

Dan Lougher

Managing Director - Western Areas Ltd Telephone [phone]

Email:[e-mail]

Shane Murphy

FTI Consulting

Telephone [phone] Email:[e-mail] Belladonna

Chief Financial Officer - Western Areas Ltd Telephone [phone]

Email:[e-mail] visit:www.westernareas.com.au

Western Areas Limited ACN 091 049 357

ACN 091 049 357

SCSHCEHMEMBOEOBKLOEOTKLET

In relation to a proposal from IGO Limited ACN 092 786 304, through its wholly-owned subsidiary IGO Nickel Holdings Pty Ltd ACN 167 644 519, to acquire all Western Areas Shares by way of a recommended scheme of arrangement between Western Areas and its shareholders

In relation to a proposal from IGO Limited ACN 092 786 304, through its wholly-owned subsidiary IGO Nickel Holdings Pty Ltd ACN 167 644 519, to acquire all Western Areas Shares by way of a recommended scheme of arrangement between Western

Your Western Areas Directors unanimously recommend that you

Areas and its shareholders.

VOTE IN FAVOUR

Your Western Areas Directors unanimously recommend that you

of the Scheme, in the absence of a Superior Proposal and subject to the Independent Expert continuing to conclude that the

VOTE IN FAVOUR

Scheme is in the best interests of Western Areas Shareholders.

of the Scheme, in the absence of a Superior Proposal and subject to the

ITnhdiseips eandimepnotrtEaxnpt deortcucmoennttinaundinrgeqtuoirceosnycoluurdimemtehdaiat ttehaettSecnhtioenm. eYoisu isnhothuled breeasdtit in its entirety beforeindtecrideisntgswohfeWthesr oter rnnotAtorevaosteSinhafarveohuor lodfethrse.Scheme Resolution required to implement the Scheme. If you are in any doubt about what to do, you should consult your legal, financial, taxation or other professional adviser immediately.

If you have any questions about this Scheme Booklet or the Scheme, please contact the This is an important document and requires your immediate attention. You should read Western Areas Shareholder Information Line on 1300 504 898 (within Australia) or +61 03 it in its entirety before deciding whether or not to vote in favour of the Scheme Resolution 9415 4285 (outside Australia) between 8.30am and 5.00pm (AEST) Monday to Friday, required to implement the Scheme. If you are in any doubt about what to do, you should excluding public holidays.

consult your legal, financial, taxation or other professional adviser immediately.

If you have any questions about this Scheme Booklet or the Scheme, please contact the WesterFninAarnecaiasl aSdhvaisrerhsotlodWereIsntefornrmAaretaiosn: Line on 1300Le5g0a4l a8d9vi8se(rwtiothWinesAteursntArarelias) :or [phone] (outside Australia) between 8.30am and 5.00pm (AEST) Monday to

Friday, excluding public holidays.

IMPORTANT NOTICES

GeneralThis Scheme Booklet is important. Western Areas Shareholders should carefully read this Scheme Booklet in its entirety before deciding whether or not to vote in favour of the Scheme Resolution required to implement the Scheme.

Nature and purpose of this Scheme Booklet

This Scheme Booklet includes the explanatory statement for the Scheme for the purposes of section 412(1) of the Corporations Act.

This Scheme Booklet explains the terms of the proposed acquisition of all of the Scheme Shares by IGO Nickel (which is a proprietary company limited by shares and wholly-owned Subsidiary of IGO) by way of a scheme of arrangement between Western Areas and Western Areas Shareholders under Part 5.1 of the Corporations Act.

This Scheme Booklet also sets out the manner in which the Scheme will be considered and implemented (if all of the conditions to the Scheme are satisfied or (if permitted) waived) and provides such information as is prescribed by the Applicable Law or is otherwise material to the decision of Western Areas Shareholders whether to vote in favour of the Scheme.

This Scheme Booklet is not a disclosure document required by Chapter 6D of the Corporations Act.

If you have sold all your Western Areas Shares, please disregard this Scheme Booklet.

Responsibility for information

Western Areas has prepared, and is responsible for, the Western Areas Information (and is not responsible for the IGO Nickel Information). None of IGO Nickel, IGO, their Related Bodies Corporate or their respective directors, officers, employees and advisers have verified any Western Areas Information and none of them assume any responsibility for the accuracy or completeness of any Western Areas Information.

IGO Nickel has prepared, and is responsible for, the IGO Nickel Information (and not the Western Areas Information). None of Western Areas, its Related Bodies Corporate, or their respective directors, officers, employees and advisers have verified any of the IGO Nickel Information, and none of them assumes any responsibility for the accuracy or completeness of any of the IGO Nickel Information.

The Independent Expert, KPMG, has prepared the Independent Expert's Report contained inAnnexure A of this Scheme Booklet and takes responsibility for that report. None of Western Areas, IGO Nickel, IGO, or their respective Related Bodies Corporate, or any of their respective directors, officers, employees or advisers assumes any responsibility for the Independent Expert's Report.

ASIC and ASX

A copy of this Scheme Booklet has been provided to ASIC in accordance with section 411(2) of the Corporations Act and registered by ASIC under section 412(6) of the Corporations Act. ASIC has been given the opportunity to comment on this Booklet in accordance with section 411(2) of the Corporations Act.

ASIC has been requested to provide a statement, in accordance with section 411(17)(b) of the Corporations Act, that it has no objection to the Scheme. ASIC's policy in relation to statements under section 411(17)(b) of the Corporations Act is that it will not provide such a statement until the Second Court Date. This is because ASIC will not be in a position to advise the Court until it has had an opportunity to observe the entire Scheme process. If ASIC provides that statement, it will be produced to the Court at the Second Court Hearing. Neither ASIC nor any of its officers takes any responsibility for the contents of this Scheme Booklet.

A copy of this Scheme Booklet has been lodged with ASX. Neither ASX nor any of its officers takes any responsibility for the contents of this Scheme Booklet.

Forward looking statements and intentions

Some of the statements appearing in this Scheme Booklet (including in the Independent Expert's Report) may be in the nature of forward looking statements, including statements about intentions, beliefs and expectations, plans, strategies and objectives of Western Areas, IGO and IGO Nickel or their respective directors and management, the anticipated timing for and outcome and effects of the Scheme (including expected benefits to shareholders of Western Areas and IGO), indications of and guidance on synergies, future earnings or financial position or performance, anticipated production or construction or development commencement dates, costs or production outputs, capital expenditure and future demand for nickel, expectations for the ongoing development and

growth potential of IGO and the future operations of Western Areas and IGO. Forward looking statements (such as those above) are not based on historical facts, but rather reflect the current views and expectations of Western Areas (or, in relation to the IGO Nickel Information, IGO) concerning future events and circumstances. Such statements (including in the Independent Expert's Report) should not be taken to be forecasts or predictions that those events will occur. You should be aware that forward looking statements are only opinions and are subject to inherent risks and uncertainties, including (among other things) risks relating to funding requirements, nickel, lithium and other commodity prices, exploration, development and operating risks (including unexpected capital or operating cost increases), production risks, competition and market risks, regulatory restrictions (including environmental regulations and associated liability, changes in regulatory restrictions or regulatory policy and potential title disputes) and risks associated with general economic conditions.

Actual events or results may differ materially from the events or results expressed or implied in any forward looking statement and deviations are both normal and to be expected. There can be no assurance that the Scheme will be implemented or that plans of the directors and management of Western Areas, IGO Nickel and IGO for the IGO Group will proceed as currently expected or will ultimately be successful. You are strongly cautioned not to place undue reliance on forward looking statements, including in respect of the financial or operating outlook for Western Areas or IGO, particularly in light of the current economic climate and the significant volatility, uncertainty and disruption caused by the ongoing COVID-19 pandemic.

None of Western Areas, IGO Nickel, IGO, or their respective officers, directors, employees or advisers or any person named in this Scheme Booklet or any person involved in the preparation of this Scheme Booklet makes any representation or warranty (either express or implied) as to the accuracy or likelihood of fulfilment of any forward looking statement, or any events or results expressed or implied in any forward looking statement.

The historical performance of Western Areas and IGO is no assurance of their future financial performance. None of Western Areas, IGO Nickel, IGO and their respective officers, directors, or employees and advisers give any representation, assurance or guarantee that the occurrence of the events expressed or implied in any forward looking statements and information in this Scheme Booklet will actually occur.

Any forward looking statements in this Scheme Booklet reflect views held only at the date of this Scheme Booklet. Subject to any continuing obligations under the ASX Listing Rules or the Corporations Act, Western Areas, IGO Nickel and IGO and their respective officers, directors, employees and advisers, disclaim any obligation or undertaking to provide any additional or updated information or to update any forward looking information after the date of this Scheme Booklet, whether as a result of new information, future events or results, or otherwise. Nothing in this Scheme Booklet will, under any circumstance (including by reasons of this Scheme Booklet remaining available and not being superseded or replaced by a supplementary Scheme Booklet or any announcement, presentation or publication with respect to Western Areas, IGO Nickel or IGO, or the subject matter of this Scheme Booklet), create an implication that there has been no change in the affairs of Western Areas or IGO since the date of this Scheme Booklet.

Not investment advice

The information contained in this Scheme Booklet does not contain or constitute financial product advice and does not take into account the investment objectives, financial situation, taxation position or particular needs of any individual Western Areas Shareholder or any other person. Before making any decision (including a decision in relation to the Scheme or in relation to Western Areas generally), you should consider, with or without the assistance of an independent securities or other adviser, whether that decision is appropriate in light of your particular investment needs, objectives and financial circumstances.

Foreign jurisdictions

The release, publication or distribution of this Scheme Booklet in jurisdictions other than Australia may be restricted by law or regulation in such other jurisdictions and persons outside Australia who come into possession of this Scheme Booklet should seek advice on and observe any such restrictions. Any failure to comply with such restrictions may constitute a violation of applicable laws or regulations. Western Areas disclaims all liabilities to such persons.

Western Areas Shareholders who are resident outside of Australia, or who are nominees, trustees or custodians for beneficial holders resident outside Australia, are encouraged to seek independent advice as to how they should proceed (including specific taxation advice in relation to the Australian and overseas tax implications of their participation in the Scheme).