RE: Termination of Suay chin offtake13 Nov 2024 09:43
Translation below.
In May 2017, Suay Chin International Pte Ltd (hereinafter referred to as "Suay Chin," KOD's former largest shareholder) and Kodal Minerals PLC (hereinafter referred to as "KOD," a 49% shareholder of KMUK) signed a "Binding Term Sheet for the Offtake of Spodumene from the Bougouni Lithium Project," agreeing that within three years of the Bougouni Lithium Project's commencement of production, Suay Chin would have the priority right to exclusively purchase no less than 80% of KOD's lithium concentrate.
On November 16, 2023, Xinmao Investment Co., Limited (hereinafter referred to as "Xinmao Investment"), a wholly-owned subsidiary of Hainan Mining Co., Ltd. (hereinafter referred to as "the Company"), completed the subscription for 2,937,801,971 new shares in KOD, becoming its largest shareholder. Additionally, Xinmao completed an equity infusion into Kodal Mining UK (hereinafter referred to as "KMUK") to achieve effective control of 51% of KMUK's equity, thereby obtaining the mining and exploration rights to the Bougouni Lithium Project.
In March and May 2024, the Company and its subsidiaries, KMUK and KOD, along with Suay Chin (hereinafter referred to collectively as the "Agreement Parties") signed the "Agreement to Terminate the Binding Term Sheet on Offtake from the Bougouni Lithium Project" and its supplementary agreement (hereinafter referred to as the "Offtake Termination Agreement"). This agreement stipulated that KMUK would pay Suay Chin a termination fee totaling USD 14 million. After receiving the first installment of USD 3.5 million, Suay Chin agreed to relinquish its priority right to purchase no less than 80% of lithium concentrate from the Bougouni Lithium Project within three years of its commencement of production. Additionally, KMUK was required to pay the second installment of USD 3.5 million to Suay Chin within 10 business days of the effectiveness of the offtake agreement with the Company, with the final installment due within 10 business days following either the first shipment of spodumene from Mali or October 31, 2024, whichever came first. In May 2024, Suay Chin received the first USD 3.5 million termination fee from KMUK, officially terminating its priority right to purchase no less than 80% of lithium concentrate within three years of the project's commencement of production. For details, please refer to the Company’s disclosures on the Shanghai Stock Exchange website, announcements numbered 2023-037 and 2024-037, 048.
The Board of Directors of the Company and all its members hereby guarantee that this announcement contains no false records, misleading statements, or material omissions and assume legal responsibility for its content's truthfulness, accuracy, and completeness.