Dispatch of Scheme Booklet
15 Noviembre 2023 - 3:20AM
Allkem Limited (ASX: AKE, “
Allkem”) refers to the
proposed merger of equals between Allkem and Livent Corporation
announced to ASX on 10 May 2023 (“
Transaction”).
Allkem is pleased to confirm that it has today
completed dispatch of the notice of meeting and explanatory
statement in relation to the proposed scheme of arrangement
pursuant to which Arcadium Lithium plc will acquire all of the
shares in Allkem under the Transaction (“Scheme
Booklet”). Dispatch was completed in accordance with the
orders of the Court (and in the manner described in Allkem’s ASX
announcement dated 8 November 2023).
In particular:
- Allkem shareholders who have elected to receive hard copies of
communications from Allkem have been sent (by post) a physical copy
of the Scheme Booklet, as well as a personalised proxy form;
- Allkem shareholders who have elected to receive electronic
communications from Allkem have been sent an email containing
instructions about how to access and download a copy of the Scheme
Booklet, as well as how to lodge their proxy form and/or voting
instructions; and
- Allkem shareholders who have not made an election (to either
receive electronic or hard copy communications from Allkem) have
been sent a letter (by post) containing instructions about how to
access and download a copy of the Scheme Booklet, along with a
personalised proxy form for the Scheme Meeting.
The Scheme Booklet, including the Independent
Expert’s Report, is also available on Allkem’s website at:
www.allkem.co, and on Allkem’s ASX announcements page at:
www.asx.com.au.
Indicative Scheme Timetable
The key dates expected for the Transaction are
set out below. Allkem will continue to update shareholders about
any material developments in relation to the Transaction or the
indicative timetable for the Transaction, as the timetable
progresses.
Date / time |
Event |
10:30am (AWST) / 1:30pm (AEDT) on 17 December2023 |
Latest time and date for receipt of proxy forms for Scheme
Meeting |
7:00pm (AEDT) on 17 December 2023 |
Time and date for determining eligibility to vote at the Scheme
Meeting |
10:30am (AWST) / 1:30pm (AEDT) on 19 December 2023 |
Scheme Meeting |
If the Scheme is approved by Allkem Shareholders (and the
US Merger is approved by Livent Stockholders) |
20 December 2023 |
Second Court Date for approval of the Scheme |
Principal Register Shareholders: 5:00pm (AEDT) on 20 December 2023
Canadian Register Shareholders: 5:00pm (Toronto time) / 10:00pm
(UTC) on 20 December 2023 |
Election Date The latest time and date by which
Election Forms (or Election Withdrawal Forms, if applicable) must
be received by the Allkem Share Registry from:
- Eligible Principal Register Shareholders who wish to receive
NewCo Shares, rather than NewCo CDIs, as Scheme Consideration;
and
- Eligible Canadian Register Shareholders who wish to receive
NewCo CDIs, rather than NewCo Shares, as Scheme Consideration.
|
21 December 2023 |
Scheme Effective Date |
7.00pm (AEDT) on 27 December 2023 |
Record Date for determining entitlements to
receive Scheme Consideration |
4 January 2024 |
Scheme Implementation Date Scheme Consideration
issued to Eligible Shareholders |
4 January 2024 (New York time) |
US Merger Effective Time Arcadium Lithium plc
Shares issued to Livent Stockholders after this time |
Note: All references to time
above are references to AEDT (Sydney time), unless otherwise
specified.
All dates following the date of the Scheme
Meeting are indicative only and, among other things, are subject to
all necessary approvals from the Court and other Governmental
Entities and the satisfaction or permissible waiver of all other
applicable closing conditions. Allkem reserves the right to vary
the times and dates set out above. Any changes to the above
timetable (which may include an earlier Second Court Hearing) will
be announced through ASX, filed under Allkem’s profile on SEDAR+
and notified on: www.allkem.co.
Shareholder Information
Line
If you have any questions about the Scheme or
the Scheme Booklet after reading the Scheme Booklet, please contact
the Allkem Shareholder Information Line on 1300 367 804 (within
Australia) or +61 2 9066 6162 (outside Australia) from 9:00 am to
5:00 pm (AEDT), Monday to Friday (excluding public holidays).
This release was authorised by the Board of
Directors of Allkem Limited.
Investor Relations & Media Enquiries |
Connect |
Andrew Barber M: +61 418 783 701
E: Andrew.Barber@allkem.co Phoebe Lee
P: +61 7 3064 3600
E: Phoebe.Lee@allkem.co |
info@allkem.co+61 7 3064 3600www.allkem.co |
|
|
IMPORTANT NOTICES
Not for release or distribution in the
United States
This announcement has been prepared for
publication in Australia and may not be released to U.S. wire
services or distributed in the United States. This announcement
does not constitute an offer to sell, or a solicitation of an offer
to buy, securities in the United States or any other jurisdiction,
and neither this announcement or anything attached to this
announcement shall form the basis of any contract or commitment.
Any securities described in this announcement have not been, and
will not be, registered under the U.S. Securities Act of 1933 and
may not be offered or sold in the United States except in
transactions registered under the U.S. Securities Act of 1933 or
exempt from, or not subject to, the registration of the U.S.
Securities Act of 1933 and applicable U.S. state securities
laws.
A PDF accompanying this announcement is available
at:http://ml.globenewswire.com/Resource/Download/91cb7001-9f61-42bc-8e43-6035b81dfc30
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