TIDMALL
RNS Number : 6889A
Atlantic Lithium Limited
24 January 2024
24 January 2024
Completion of US$5m MIIF Subscription
Atlantic Lithium welcomes Ghana's sovereign minerals wealth
fund, the Minerals Income Investment Fund ("MIIF"), onto its
shareholder register following the completion of MIIF's US$5m
Subscription, part of its total US$32.9m Strategic Investment to
support the development 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 that, in line with the
non-binding Heads of Terms ("Strategic Investment") announced on 8
September 2023, the Minerals Income Investment Fund of Ghana
("MIIF") has completed a subscription for 19,245,574 Atlantic
Lithium shares ("Subscription") at a price of US$0.2598 (A$0.39 /
GBP0.20) per share ("Subscription Shares"), for a value of US$5
million (A$7.60m / GBP3.93m).
Highlights
- Atlantic Lithium welcomes Ghana's mineral sovereign wealth
fund, MIIF, as a new major, strategic shareholder and funding
partner, demonstrating the Ghana government's significant support
for the advancement of the Company's flagship Ewoyaa Lithium
Project ("Ewoyaa" or the "Project").
- MIIF's US$5m Subscription forms part of its agreed total
US$32.9 million Strategic Investment in the Company and its
Ghanaian subsidiaries to expedite the development of the Project
and the broader Cape Coast Lithium Portfolio in Ghana ("Ghana
Portfolio") towards production.
- Subscription Shares to be held in escrow, equating to 3% of
the total issued share capital of the Company.
- Under the agreed terms of the Subscription, MIIF is entitled
to nominate one person to the Company's Board of Directors and will
be granted 9,622,787 warrants at a price of US$0.3637.
- In addition to the US$5m Subscription, and subject to the
Company reaching a binding agreement with MIIF for its proposed
investment in the Ghana Portfolio, MIIF to invest a further
US$27.9m in the Company's Ghanaian subsidiaries to acquire a 6%
contributing interest in the Company's Ghana Portfolio, inclusive
of the Project, expected to complete in the coming months.
- MIIF's Strategic Investment to enhance the Company's cash
balance and contribute towards Project development expenditure,
reducing the Company's share of the total US$185m development
expenditure, as indicated by the Ewoyaa Definitive Feasibility
Study, further de-risking the advancement of the Project.
- MIIF's decision to invest in the Company serves as an
indication of the country's long-term green minerals ambitions with
Atlantic Lithium as the government's 'partner of choice', as well
as an endorsement of the Company's intrinsic value as an investment
opportunity.
Commenting, Neil Herbert, Executive Chairman of Atlantic
Lithium, said :
"I am delighted to welcome Ghana's sovereign wealth fund, MIIF,
onto the Atlantic Lithium register as a highly valued shareholder
and partner. MIIF's Strategic Investment recognises the
considerable, long-lasting benefits that the Company, through
lithium production at Ewoyaa and the broader Cape Coast Lithium
Portfolio, can bring to Ghana, while also being indicative of
Atlantic Lithium's significant value upside to existing and
prospective investors.
"As we near the commencement of construction at Ewoyaa later
this year, we expect to benefit greatly from MIIF's support.
Notably, this includes MIIF's contributing interest towards the
Project's development expenditure, which further de-risks the
success of the Project.
"We look forward to completing the deal and working alongside
MIIF as a partner in achieving Ghana's lithium production
ambitions."
Commenting, Edward Nana Yaw Koranteng, Chief Executive Officer
of the Minerals Income Investment Fund, said :
"MIIF has been at the forefront of leading co-investment
opportunities within the mining sector in Ghana. This provides a
de-risking mechanism for global investors such as Atlantic Lithium
and cements Ghana as an investment destination of choice in Africa.
Our strategy is to invest across the entire mining value chain of
every mineral, with lithium not being an exception. In this vein,
MIIF is prepared to invest in line with the Government of Ghana's
energy transition plan, including becoming the EV hub for
Africa.
"Atlantic Lithium's Ewoyaa Lithium Project has vast prospects
with comparatively minimal initial capital requirements. The
Project's proximity to the Takoradi port and other infrastructure
improves its profitability profile. We look forward to working with
all parties involved to deliver Ghana's first lithium mine,
cementing the country's position as a leading global minerals
destination."
Allotment and Admission
Application will be made to the London Stock Exchange and the
Australian Securities Exchange today for the Subscription Shares to
be admitted to AIM and the ASX.
It is expected that Admission of the Subscription Shares to AIM
will become effective on 30 January.
Total Voting Rights
Following Admission of the Subscription Shares, the Company's
enlarged issued share capital will comprise 649,669,053 Ordinary
Shares carrying voting rights in the Company. This figure may be
used by shareholders as the denominator for the calculations by
which they will determine if they are required to notify their
interest in, or a change in the interest in, the share capital of
the Company under the FCA's Disclosure and Transparency Rules.
Summary of Strategic Investment Terms
MIIF has agreed to invest a total of US$32.9 million in the
Company to support the development of the Ewoyaa Lithium Project
and broader Cape Coast Lithium Portfolio in Ghana ("Ghana
Portfolio") towards production.
Subscription
As detailed in this announcement, and as part of its total
US$32.9 million total proposed investment, MIIF has completed a
subscription for 19,245,574 Atlantic Lithium shares
("Subscription") at a price of US$0.2598 (A$0.39 / GBP0.20) per
share ("Subscription Shares"), for a value of US$5 million (A$7.60m
/ GBP3.93m).
The Subscription Shares, which will be held in escrow, equate to
3% of the enlarged issued share capital of the Company.
In line with the Subscription, MIIF agrees not to sell any of
the Atlantic Lithium Shares for:
(1) in respect of 6.5 million Atlantic Lithium Shares, 24 months
from the date of issue;
(2) in respect of 6.5 million Atlantic Lithium Shares, 36 months
from the date of issue;
(3) in respect of 6,245,574 Atlantic Lithium Shares, 48 months
from the date of issue.
MIIF will also be granted 9,622,787 warrants at a price of
US$0.3637, which will expire after a period of 18 months. Any
shares issued on the exercise of the warrants will be held in
escrow for two years from the date of issue.
In addition, following the completion of the Subscription, MIIF
is entitled to nominate one person to the Company's Board of
Directors.
Ghana Portfolio Investment
Under the terms of the Strategic Investment, further to the
Subscription and subject to the Company reaching a binding
agreement with MIIF, MIIF has agreed to invest in the Company's
Ghanaian subsidiaries Barari DV Ghana Ltd, Green Metals Resources
Limited, Moda Minerals Limited and Joy Transporters Ltd, which hold
the Company's lithium tenements. MIIF will acquire a 6%
contributing interest of the Ghana Portfolio for a total
consideration of US$27.9 million, payable on completion of the
Strategic Investment. The contributing interest will take the form
of funding of development, exploration and studies expenditure
incurred via monthly cash calls.
The Company will be granted the right to buy back MIIF's
interest in the Company's Ghanaian subsidiaries if MIIF notifies of
its interest to sell.
Under the terms of the investment in the Ghana Portfolio, MIIF
will be entitled to nominate one person to be a director of each of
the Company's Ghana Portfolio subsidiaries.
The exchange rates used in the announcement are as follows:
USD - GBP: 0.79
USD - AUD: 1.52
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
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 Calabrese (Australia)
Charlie Bouverat Tel: +44 (0)20 3004 Corporate Broking:
Tel: +44 (0)20 3470 9512 James Asensio
0470 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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