Atlantic Lithium Limited, 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 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.
“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,” commented Neil Herbert, Executive Chairman of Atlantic Lithium.
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.
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.
