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Atlantic Lithium Limited — M&A Activity 2023
Nov 14, 2023
10433_rns_2023-11-14_76fd6d36-b94a-4642-b16e-00e95037153f.pdf
M&A Activity
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15 November 2023
Atlantic Lithium rejects Non-Binding Indicative Offers from Assore
Atlan�c Lithium Limited (AIM: ALL, ASX: A11, OTCQX: ALLIF, “ Atlan�c Lithium ” or the “ Company ”), the African-focused lithium explora�on and development company targe�ng to deliver Ghana’s first lithium mine, announces that on 7 November 2023, the Company’s major shareholder Assore Interna�onal Holdings Limited (“ Assore ”) presented a condi�onal and non-binding offer (“ NBIO ”) to acquire all of the shares in the Company that it does not already own, pursuant to a scheme of arrangement, at an offer price of £0.33 per share (A$0.63).
Following careful considera�on, the NBIO was rejected by the Atlan�c Lithium independent board commitee (“ Atlan�c IBC ”), which was established to consider the approach from Assore. The NBIO follows an earlier approach from Assore on 2 October 2023 at an iden�cal offer price of £0.33 per share (A$0.63; “ Prior NBIO ”), that was similarly rejected by the Atlan�c IBC.
Shareholders of the Company do not need to take any ac�on in respect of the NBIO or the Prior NBIO.
The Atlan�c IBC and its advisers gave careful considera�on to both the NBIO and Prior NBIO, and determined in each instance that it undervalued Atlan�c Lithium and, therefore, was not in the best interests of shareholders, having regard to the near-term producer status of the project, the status of the pending investment from the Minerals Income Investment Fund and the posi�ve near-term outlook for lithium project developers.
Condi�ons of the Rejected NBIOs
The NBIO and Prior NBIO were both subject to a number of condi�ons before they would become binding, including the Atlan�c Lithium board unanimously recommending the offer, providing exclusive due diligence to Assore’s sa�sfac�on, Foreign Investment Review Board approval and entry into a defini�ve and mutually acceptable scheme implementa�on agreement.
Market Cleansing
In order for the Company to cleanse the market ahead of a proposed issue of equity interests to the Minerals Income Investment Fund, as well as other poten�al equity issues to sa�sfy exis�ng employee performance plans, Atlan�c Lithium is making this announcement to provide details of the approaches received and rejected by the Atlan�c IBC. Atlan�c Lithium advises that the rela�onship with Assore remains suppor�ve and construc�ve.
15 November 2023
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There is no certainty that a further proposal will be received (from Assore or any other third party) and shareholders are cau�oned not to place undue reliance upon such a proposal emerging. The Company remains focused on progressing its ac�vi�es to maximise value for all shareholders.
The Company will con�nue to keep the market informed of any material developments in accordance with its con�nuous disclosure requirements.
Lawyers as its legal adviser.
Commen�ng, Neil Herbert, Execu�ve Chairman of Atlan�c Lithium, said :
“Assore, a major African mining company, has been a leading investor and key contributor to the Company’s success since its listing in London in 2015. We look forward to maintaining our strong relationship with Assore as we progress Ewoyaa towards production.”
The exchange rate used in this announcement is as follows:
GBP-AUD: 1.93
Authorised for release by the Board of Directors of Atlan�c Lithium Limited.
This announcement contains inside informa�on for the purposes of Ar�cle 7 of the Market Abuse Regula�on (EU) 596/2014 as it forms part of UK domes�c law by virtue of the European Union (Withdrawal) Act 2018 ("MAR"), and is disclosed in accordance with the Company's obliga�ons under Ar�cle 17 of MAR.
For any further informa�on, please contact:
Atlan�c Lithium Limited
Neil Herbert (Execu�ve Chairman)
Amanda Harsas (Finance Director and Company Secretary)
[www.atlan�clithium.com.au ]
IR@atlan�clithium.com.au
Tel: +61 2 8072 0640
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15 November 2023
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SP Angel Corporate Finance LLP Nominated Adviser Jeff Kea�ng Charlie Bouverat Tel: +44 (0)20 3470 0470
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Yellow Jersey PR Limited Charles Goodwin Bessie Elliot atlan�[email protected] Tel: +44 (0)20 3004 9512
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Canaccord Genuity Limited Financial Adviser: Raj Khatri (UK) / Duncan St John, Chris�an Calabrese (Australia)
Corporate Broking: James Asensio Tel: +44 (0) 20 7523 4500
Notes to Editors:
About Atlan�c Lithium
www.atlan�clithium.com.au
Atlan�c Lithium is an AIM and ASX-listed lithium company advancing a por�olio of lithium projects in Ghana and Côte d’Ivoire through to produc�on.
on track to become Ghana’s first lithium-producing mine.
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.
Atlan�c Lithium holds 509km[2] and 774km[2] of tenure across Ghana and Côte d'Ivoire respec�vely, comprising significantly under-explored, highly prospec�ve licences.
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