TIDMALL
RNS Number : 8892W
Atlantic Lithium Limited
14 December 2023
14 December 2023
A$7 million Equity Placing
to contribute to the funding of the Ewoyaa Lithium Project
Atlantic Lithium Limited (AIM: ALL, ASX: A11, OTCQX: ALLIF,
"Atlantic Lithium" or the "Company"), the African-focused lithium
exploration and development company targeting to deliver Ghana's
first lithium mine, is pleased to announce the launch of an
institutional placement ("Equity Placing") of new fully paid
ordinary shares of no par value each in the Company ("New Shares")
at an offer price of A$0.44 (equivalent to 23.35 pence) per New
Share ("Issue Price") .
Highlights of the Equity Placing
- The Equity Placing will be undertaken by an institutional
placement of New Shares to raise approximately A$7.0 million
(GBP3.7 million), utilising the Company's existing share
authorities, launching today . As part of the Equity Placing, the
Company reserves the ability to accept oversubscriptions for up to
A$2.0 million (GBP1.0 million).
- Proceeds from the Equity Placing will be used to contribute to
the funding of the Company's flagship Ewoyaa Lithium Project in
Ghana (the " Project") and provide additional working capital for
the Company .
- The Equity Placing will be undertaken at a fixed issue price
of A$0.44 (equivalent to 23.35 pence) per New Share, which, as at
the last trading day of 14 December 2023 on the ASX, represents
a:
o 10.2% discount to the last closing price of A$0.490; and
o 11.9% discount to the 5-day volume weight average price of
A$0.499 .
- Canaccord Genuity (Australia) Limited has been appointed as
Lead Manager ( " Lead Manager " ) in connection with the Equity
Placing . Wilsons Advisory & Stockbroking is acting as
Co-Manager ("Co-Manager " ).
Proposed Use of Proceeds
- Mining Lease requirements
o Expenditure associated with the Feldspar Definitive
Feasibility Study;
o Downstream Conversion Study to determine viability of
downstream lithium conversion in Ghana and related factors
required;
o Listing by introduction on the Ghana Stock Exchange .
- Project Expenditure
o EPA permitting process, land acquisition, relocation of
powerline and engineering works;
o Atlantic Lithium's share of the Project's overall development
expenditure is approximately US$38 million, which is expected to be
fully funded through (i) this Equity Placing (once completed), (ii)
the completion of the agreed, non-binding investment in the Company
from the Minerals Income Investment Fund of Ghana ("MIIF") and
(iii) the ongoing off-take financing process, due to complete in Q1
2024 .
- Exploration
o Additional extensional drilling announced over and above the
ongoing 2023 drilling programme .
- Working capital
o Working capital to ramp up the operational readiness team,
relevant production processes and systems and associated costs
.
Commenting, Neil Herbert, Executive Chairman of Atlantic
Lithium, said :
" Under Ewoyaa's current funding arrangements, which comprise
Piedmont's staged earn-in agreement, the agreed, non-binding Heads
of Terms with the Minerals Income Investment Fund of Ghana for its
investment in the Company and the process that is underway to
secure a partner for a portion of the available off-take, we are in
an excellent position to fully fund the Company's share of the
development expenditure for the Project.
"While we await the completion and receipt of the funds from
MIIF's investment, expected in Q1 2024, and the completion of the
offtake process in late Q1 2024, we are undertaking this
institutional placing in order to strengthen the Company's cash
balance, notably in light of recent takeover offers from the
Company's largest shareholder, Assore, and to ensure the
advancement of Project in line with the current development
schedule.
"Funds will be allocated towards advancing the activities agreed
under the grant of the Mining Lease and for further drilling
following the report of a 106m continuous pegmatite interval and
broad intersections of visible spodumene outside of the current
MRE. This drilling will contribute to the Company delivering an
upgraded Mineral Resource Estimate for the Project in Q3 2024.
"We look forward to the completion of the placing, which we
believe represents a major milestone towards fully de-risking the
funding of the Project. "
Background to the Equity Placing
On 29 June 2023, the Company published a Definitive Feasibility
Study of the Ewoyaa Project ("DFS") which highlighted economic
outcomes placing the Project as an industry-leading asset with a
steady state production rate of 365,000 tonnes per annum ("ktpa")
over a 12-year Life of Mine, an All-in Sustaining Cost of
US$675/tonne and an NPV(8) of US$1.3bn.
The total development expenditure for the Project is estimated
to be US$185 million, of which the Company's partner, Piedmont
Lithium, will sole fund the initial US$70 million, and 50%
thereafter. As previously disclosed, MIIF and the Company have
entered into a non-binding financing arrangement for US$32.9
million which is currently in the process of completing. Following
MIIF's investment, the Company's development expenditure
requirement for Ewoyaa equates to US$38 million.
In parallel, the Company is undertaking a process to seek an
off-take partner for a portion of the available off-take from
Ewoyaa, which is expected to provide upfront capital. This process
is expected to complete in Q1 2024. Together, the Equity Placing,
the off-take financing and MIIF's intended investment are expected
to fully fund the development expenditure for the Project and
provide additional capital for the Company to continue its
exploration plans for 2024 and broader corporate requirements.
Advisers
Canaccord Genuity (Australia) Limited is acting as Lead Manager
to the Equity Placement. Wilsons Advisory & Stockbroking is
acting as Co-Manager.
Expected Timetable of Principal Events
The times and dates set out below are subject to change and may
be adjusted by the Company in consultation with the Lead Manager.
In the event of any significant changes from the below expected
timetable, details of the new times and dates will be notified to
Company shareholders by an announcement on a Regulatory Information
Service.
AIM ASX
Announcement of the Equity Placing and 14 December 2023 15 December 2023
ASX Trading Halt
Announcement of results of the Equity 15 December 2023 15 December 2023
Placing
Trading Halt lifted and shares recommence - 18 December 2023
trading on ASX
Allotment and trading of new securities 22 December 2023 22 December 2023
under the placement
------------------------------------------ ----------------- -----------------
The timetable is subject to modification at the Lead Manager's
discretion.
Allotment and trading
Allotment for New Shares (ASX and AIM) and admission to trading
on AIM is expected to take place on or around 22 December 2023.
The New Shares will be issued fully paid and will rank pari
passu in all respects with the Company's existing Ordinary Shares,
including the right to receive all dividends and other
distributions declared, made or paid after the date of issue.
Additional Information
The content of this Announcement has not been approved by an
authorised person within the meaning of the Financial Services and
Markets Act 2000, as amended ("FSMA"). Reliance on this
Announcement for the purpose of engaging in any investment activity
may expose an individual to a significant risk of losing all of the
property or other assets invested. The price of shares and any
income expected from them may go down as well as up and investors
may not get back the full amount invested upon disposal of the
shares. Past performance is no guide to future performance, and
persons needing advice should consult an appropriate independent
financial adviser.
Nothing contained in this announcement constitutes investment,
legal, tax or other advice. You should seek appropriate
professional advice before making any investment decision.
No representation or warranty, express or implied, is or will be
made as to, or in relation to, and no responsibility or liability
is or will be accepted by the Company, the Lead Manager or the
Co-Manager, or by any of their affiliates or agents as to, or in
relation to, the accuracy or completeness of this Announcement or
any other written or oral information made available to or publicly
available to any interested party or its advisers, and any
liability therefore is expressly disclaimed.
No statement in this Announcement is intended to be a profit
forecast or estimate, and no statement in this Announcement should
be interpreted to mean that earnings per share of the Company for
the current or future financial years would necessarily match or
exceed the historical published earnings per share of the
Company.
The New Shares to be issued pursuant to the Placing will not be
admitted to trading on any stock exchange other than the ASX and
AIM.
Neither the content of the Company's website nor any website
accessible by hyperlinks on the Company's website is incorporated
in, or forms part of, this Announcement.
Disclaimer
The information contained within this announcement is deemed by
the company to constitute inside information as stipulated under
the market abuse regulation (EU) no. 596/2014 as it forms part of
UK domestic law pursuant to the European Union (withdrawal) Act
2018, as amended. Upon the publication of this announcement via a
regulatory information service, this information is considered to
be in the public domain.
This announcement and the information contained herein, is
restricted and is not for publication, release or distribution,
directly or indirectly, in whole or in part, in or into the United
States, Canada, Japan, the Republic of South Africa or New Zealand
or any other jurisdiction in which it would be unlawful to do
so.
This announcement is for information purposes only and does not
itself constitute an offer for sale or subscription of any
securities in the Company. This announcement does not constitute or
contain any invitation, solicitation, recommendation, offer or
advice to any person to subscribe for, otherwise acquire or dispose
of any securities of Atlantic Lithium Limited in any jurisdiction
in which any such offer or solicitation would be unlawful.
Cautionary Statement about Forward-Looking Statements
This announcement contains certain "forward-looking statements"
including statements regarding our intent, belief, or current
expectations with respect to Atlantic's business and operations,
market conditions, results of operations and financial condition,
and risk management practices. The words "likely", "expect", "aim",
"should", "could", "may", "anticipate", "predict", "believe",
"plan", "forecast" and other similar expressions are intended to
identify forward-looking statements. Indications of, and guidance
on, future earnings, anticipated production, life of mine and
financial position and performance are also forward-looking
statements. These forward-looking statements involve known and
unknown risks, uncertainties and other factors that may cause
Atlantic's actual results, performance and achievements or industry
results to differ materially from any future results, performance
or achievements, or industry results, expressed or implied by these
forward-looking statements. Relevant factors may include (but are
not limited to) changes in commodity prices, foreign exchange
fluctuations and general economic conditions, increased costs and
demand for production inputs, the speculative nature of exploration
and project development, including the risks of obtaining necessary
licences and permits and diminishing quantities or grades of
reserves, political and social risks, changes to the regulatory
framework within which Atlantic operates or may in the future
operate, environmental conditions including extreme weather
conditions, recruitment and retention of personnel, industrial
relations issues and litigation.
Forward-looking statements are based on Atlantic's good faith
assumptions as to the financial, market, regulatory and other
relevant environments that will exist and affect Atlantic's
business and operations in the future. Atlantic does not give any
assurance that the assumptions will prove to be correct. There may
be other factors that could cause actual results or events not to
be as anticipated, and many events are beyond the reasonable
control of Atlantic. Readers are cautioned not to place undue
reliance on forward-looking statements, particularly in the current
economic climate with the significant volatility, uncertainty and
disruption. Forward-looking statements in this document speak only
at the date of issue. Except as required by applicable laws or
regulations, Atlantic does not undertake any obligation to publicly
update or revise any of the forward-looking statements or to advise
of any change in assumptions on which any such statement is based.
Except for statutory liability which cannot be excluded, each of
Atlantic, its officers, employees and advisors expressly disclaim
any responsibility for the accuracy or completeness of the material
contained in these forward-looking statements and excludes all
liability whatsoever (including in negligence) for any loss or
damage which may be suffered by any person as a consequence of any
information in forward-looking statements or any error or
omission.
Overseas investors
The New Shares have not been and will not be registered under
the U.S. Securities Act of 1933, as amended (the "Securities Act"
or with any securities regulatory authority of any state or other
jurisdiction of the United States and may not be offered, sold,
pledged, taken up, exercised, resold, renounced, transferred or
delivered, directly or indirectly, in or into the United States
absent registration under the Securities Act, except pursuant to an
exemption from, or in a transaction not subject to, the
registration requirements of the Securities Act and in compliance
with any applicable securities laws of any state or other
jurisdiction of the United States. The Placing Shares not been
approved, disapproved or recommended by the U.S. Securities and
Exchange Commission, any state securities commission in the United
States or any other U.S. regulatory authority, nor have any of the
foregoing authorities passed upon or endorsed the merits of the
offering of the Placing Shares. Subject to certain exceptions, the
securities referred to herein may not be offered or sold in the
United States, Canada, Japan, New Zealand, the Republic of South
Africa or to, or for the account or benefit of, any national,
resident or citizen of the United States, Canada, Japan, New
Zealand or the Republic of South Africa.
The relevant clearances have not been, nor will they be,
obtained from the securities commission of any province or
territory of Canada; no prospectus has been lodged with, or
registered by, the Financial Markets Authority of New Zealand or
the Japanese Ministry of Finance; the relevant clearances have not
been, and will not be, obtained from the South Africa Reserve Bank
or any other applicable body in the Republic of South Africa in
relation to the New Shares; and the New Shares have not been, and
nor will they be, registered under or offered in compliance with
the securities laws of any state, province or territory of Canada,
Japan, New Zealand or the Republic of South Africa. Accordingly,
the New Shares may not (unless an exemption under the relevant
securities laws is applicable) be offered, sold, resold or
delivered, directly or indirectly, in or into Canada, Japan, New
Zealand or the Republic of South Africa or any other jurisdiction
outside the United Kingdom or to, or for the account or benefit of
any national, resident or citizen of Japan, New Zealand or the
Republic of South Africa or to any investor located or resident in
Canada.
No public offer or prospectus
No public offering of the New Shares is being made in the United
States, Australia, the United Kingdom or elsewhere. This
announcement is for information purposes and is not a prospectus,
product disclosure statement or any other offering document under
Australian law or the law of any other jurisdiction (and will not
be lodged with the Australian Securities and Investments Commission
("ASIC") or any foreign regulator).
All offers of the New Shares will be made in the European
Economic Area or the United Kingdom pursuant to an exemption from
the requirement to produce a prospectus under Regulation (EU)
2017/1129 of the European Parliament and Council of 14 June 2017
and any relevant implementing measures in any Member State of the
European Economic Area (the "EU Prospectus Regulation"), or
pursuant to the UK version of the EU Prospectus Regulation, which
is part of UK law by virtue of the European Union (Withdrawal) Act
2018, as amended (the "UK Prospectus Regulation") (as the case may
be).
No prospectus will be made available in connection with the
matters contained in this Announcement and no such prospectus is
required (in accordance with the EU Prospectus Regulation or the UK
Prospectus Regulation, as the case may be) to be published.
This Announcement is being distributed to persons in the United
Kingdom only in circumstances in which section 21(1) of the FSMA
does not apply.
This Announcement is for information purposes only and is
directed only at persons who are: (a) persons in Australia to whom
an offer of securities may be made without a disclosure document
(as defined in the Australian Corporations Act 2001 (Cth)
("Corporations Act") on the basis that such persons are exempt from
the disclosure requirements of Part 6D.2 in accordance with Section
708(8) or 708(11) of the Corporations Act; (b) persons in Member
States (of the European Economic Area) who are Qualified Investors
(as defined in the EU Prospectus Regulation); and (c) in the United
Kingdom, Qualified Investors (as defined in the UK Prospectus
Regulation) who are persons who (i) have professional experience in
matters relating to investments falling within the definition of
"investment professionals" in article 19(5) of the Financial
Services and Markets Act 2000 (Financial Promotion) Order 2005, as
amended (the "Order"); (ii) are persons falling within article
49(2)(a) to (d) ("high net worth companies, unincorporated
associations, etc") of the Order; or (iii) are persons to whom it
may otherwise be lawfully communicated; (all such persons together
being referred to as relevant persons").
This Announcement must not be acted on or relied on by persons
who are not relevant persons. Persons distributing this
Announcement must satisfy themselves that it is lawful to do so.
Any investment or investment activity to which this Announcement is
available only to relevant persons and will be engaged in only with
relevant persons.
For any further information, please contact:
Atlantic Lithium Limited
Neil Herbert (Executive Chairman)
Amanda Harsas (Finance Director and Company Secretary)
www.atlanticlithium.com.au
IR@atlanticlithium.com.au
Tel: +61 2 8072 0640
SP Angel Corporate Finance Yellow Jersey PR Limited Canaccord Genuity Limited
LLP Charles Goodwin Financial Adviser:
Nominated Adviser Bessie Elliot Raj Khatri (UK) /
Jeff Keating atlantic@yellowjerseypr.com Duncan St John, Christian
Charlie Bouverat Tel: +44 (0)20 3004 Calabrese (Australia)
Tel: +44 (0)20 3470 9512
0470 Corporate Broking:
James Asensio, Harry
Rees
Tel: +44 (0) 20 7523
4500
============================== ============================= =============================
Notes to Editors:
About Atlantic Lithium
www.atlanticlithium.com.au
Atlantic Lithium is an AIM and ASX-listed lithium company
advancing a portfolio of lithium projects in Ghana and Côte
d'Ivoire through to production.
The Company's flagship project, the Ewoyaa Project in Ghana, is
a significant lithium spodumene pegmatite discovery on track to
become Ghana's first lithium-producing mine.
The Definitive Feasibility Study for the Project indicates the
production of 3.6Mt of spodumene concentrate over a 12-year mine
life, making it one of the top 10 largest spodumene concentrate
mines in the world.
The Project, which was awarded a Mining Lease in October 2023,
is being developed under a funding agreement with Piedmont Lithium
Inc.
Atlantic Lithium holds 509km(2) and 774km(2) of tenure across
Ghana and Côte d'Ivoire respectively, comprising significantly
under-explored, highly prospective licences.
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END
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(END) Dow Jones Newswires
December 14, 2023 11:45 ET (16:45 GMT)
Atlantic Lithium (LSE:ALL)
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Atlantic Lithium (LSE:ALL)
Gráfica de Acción Histórica
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