Last checked at 15 Aug 2022 07:00
15 August 2022
Corporate Update
Lodgement of Dual Listing Prospectus
Atlantic Lithium Limited (AIM: ALL, OTC: ALLIF, "Atlantic Lithium" or the "Company"), the funded Africa-focused lithium exploration and development company targeting to deliver Ghana's first lithium mine, is pleased to announce the Company's Australian Securities Exchange ("ASX") dual listing offer ("ASX Offer") which opens on 23 August 2022.
The Company lodged today, 15 August 2022, a Prospectus with the Australian Securities and Investments Commission setting out the terms of the ASX Offer, which is an offer to acquire up to 22,850,000 Shares at a price of A$0.58 per Share.
The Company is pleased to advise that it has received firm commitments to subscribe for shares equal to the full amount to be offered under the Prospectus. Commitments were received from a range of Australian and Asia-Pacific institutional and professional resources investors.
Canaccord Genuity (Australia) Limited is acting as Lead Manager in respect of the ASX Offer.
Commenting, Neil Herbert, Executive Chairman of Atlantic Lithium, said:
"Listing on the ASX enables eligible investors the opportunity to invest in Atlantic Lithium, including through the ASX Offer which is announced today. The Company will benefit from a broadened shareholder base and raised awareness of its plans for the industry-leading Ewoyaa Lithium Project, at a time when demand for lithium continues to be strong. Being an Australian company with its headquarters in Australia, the ASX listing also enables close communication with Australian investors.
"The ASX market itself has seen a growing interest in green commodities of late, in line with the global transition to a lower carbon future, and we have seen the valuations of many companies involved in the lithium supply chain benefit as a result. We believe that listing on the ASX will help support a favourable valuation of the Company and its assets."
Offer Details
The ASX Offer is being undertaken by way of a sell-down by certain shareholders of the Company (as detailed below) ("Sell-Down"), rather than an issue of new Shares. A new, special purpose vehicle called Atlantic SaleCo Limited ACN 660 757 344 ("SaleCo") has been established to facilitate the Sell-Down. Atlantic Lithium and SaleCo have entered into agreements with those existing securityholders who wish to participate in the Sell-Down, including a number of option holders who will exercise their options ("Sell-Down Options") and sell the resulting Shares as part of the ASX Offer.
Accordingly, although the sale of the Shares under the Sell-Down ("Sale Shares") itself will not raise any cash for the Company, the Company expects to raise approximately $4,469,534 (before costs) from the exercise of the Sell-Down Options.
Timetable
The indicative timetable and important dates of the ASX Offer and the ASX Dual Listing are set out below:
Lodgement of the Prospectus with ASIC | 15 August 2022 |
Offer Opening Date | 23 August 2022 at 9.00am (Brisbane time) |
Offer Closing Date | 29 August 2022 at 5.00pm (Brisbane time) |
Settlement Date of Offer | 30 August 2022 |
Transfer of Shares under the Offer | 2 September 2022 |
Expected date for despatch of holding statements and allotment confirmation notices | 5 September 2022 |
Expected date for commencement of trading of Shares on ASX | 8 September 2022 |
Note: The dates shown in the table above are indicative only and may be changed at the discretion of the Directors, subject to the Corporations Act 2001 Cth), the ASX Listing Rules, and other applicable laws. The Company reserves the right to vary the Offer Closing Date, which may have a consequential effect on other dates. As such, the date the Sale Shares are expected to commence trading on ASX may vary with any change in the Offer Closing Date.
A copy of the Prospectus and application form is available to eligible investors at www.atlanticlithium.com.au The ASX Offer is only open to investors in Australia, New Zealand, Hong Kong and Singapore.
Prospectus Details
The shareholders of the Company that are partaking in the sell-down are the Estate of the late Vincent David Mascolo (17m shares), a person closely associated with Lennard Alexander Kolff Van Oosterwijk ("Len Kolff") (2.85m shares) and certain non-PDMR employees and unrelated persons (remaining 3.0m).
As at the date of this Prospectus, the Company is not aware of any new information or data that materially affects the information set out in the December Announcement regarding the updated Scoping Study and the March Announcement regarding the updated Mineral Resource Estimate for the Ewoyaa Lithium Project and confirms that all material assumptions and technical parameters underpinning the announcements continue to apply and have not materially changed.
Related Party Note
In the event the ASX Offer does not close by 31 August 2022, the Board of the Company, other than Len Kolff (who abstained from voting), has resolved to extend the expiry date of the 7,000,000 Sell Down Options (which expire on 31 August 2022), including 3,500,000 options held by a person closely associated with Len Kolff, to 30 September 2022 so that those Sell-Down Options do not lapse prior to completion of the ASX Offer (the "Sell Down Option Expiry Extension").
The Sell Down Option Expiry Extension of the 3,500,000 Sell Down Options held by a person closely associated with Len Kolff is being treated as a related party transaction under the AIM Rules for Companies. The directors of the Company other than Len Kolff (who abstained from voting) consider, having consulted with the Company's nominated adviser, SP Angel Corporate Finance LLP, the Sell Down Option Expiry Extension to be fair and reasonable insofar as the shareholders of the Company are concerned.
Further information about Atlantic is available on the Company's website https://www.atlanticlithium.com.au/
This announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 ("MAR"), and is disclosed in accordance with the Company's obligations under Article 17 of MAR.
For any further information, please contact:
Atlantic Lithium Limited Neil Herbert (Executive Chairman) Amanda Harsas (Finance Director and Company Secretary) www.atlanticlithium.com.au atlantic@yellowjerseypr.com | Tel: +61 2 8072 0640
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SP Angel Corporate Finance LLP Nominated Adviser Jeff Keating Charlie Bouverat | Tel: +44 (0)20 3470 0470 |
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Canaccord Genuity Limited Joint Company Broker Raj Khatri James Asensio Harry Rees | Tel: +44 (0) 20 7523 4500
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Liberum Capital Limited Joint Company Broker Scott Mathieson Edward Thomas Kane Collings | Tel: +44 (0) 20 3100 2000
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SI Capital Limited Joint Company Broker Nick Emerson Jon Levinson | Tel: +44 (0) 1483 413 500 Tel: +44 (0) 207 871 4038 |
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Yellow Jersey PR Limited Henry Wilkinson Dominic Barretto James Lingfield | Tel: +44 (0)20 3004 9512 |
Notes to Editors:
About Atlantic Lithium
www.atlanticlithium.com.au
Atlantic Lithium (formerly "IronRidge Resources") is an AIM-listed lithium company advancing a portfolio of projects in Ghana and Côte d'Ivoire through to production.
The Company's flagship project, the Ewoyaa Project in Ghana, is a significant lithium pegmatite discovery on track to become Ghana's first lithium producing mine. The project is funded to production under an agreement with Piedmont Lithium for US$102m, based on the updated Scoping Study dated 7 December 2021, indicating Life of Mine revenues exceeding US$3.4bn and set to produce a premium lithium product.
Atlantic Lithium holds a 560km2 & 774km2 tenure across Ghana and Côte d'Ivoire respectively, comprising significantly under-explored, highly prospective licenses.