19 March 2017
ASX ANNOUNCEMENT
LIT advises dispatch of Bidder's Statement for Lepidico LtdA copy of the Bidder's Statement in respect of the takeover bid for all of the ordinary shares in Lepidico Limited (ASX: LPD) as dispatched to shareholders and option holders of Lepidico Limited is attached.
The Company hereby gives notice in accordance with Item 8 of section 633(1) of the Corporations Act that the Bidder's Statement has been sent to all shareholders and option holders in Lepidico Limited as at the Register Date of 3 March 2017.
The offers made pursuant to the Bidder's Statement are dated 16 March 2017 and the offers are scheduled to close on 18 April 2017 unless extended or withdrawn.
Adrian Griffin
Managing Director
Mobile +61 (0) 418 927 658
Adrian.Griffin@lithium-au.com
About Lithium Australia
Lithium Australia NL is a dedicated developer of disruptive lithium extraction technologies, and 100% owner of the Sileach™ process for the recovery of lithium from silicates. LIT has strategic alliances with a number of companies, potentially providing access to a diversified lithium mineral inventory. LIT aspires to create the union between resources and the best available technology and to establish a global lithium processing business.
MEDIA CONTACT:
Adrian Griffin Lithium Australia NL 08 6145 0288 | 0418 927 658
Kevin Skinner Field Public Relations 08 8234 9555 | 0414 822 631
THIS IS AN IMPORTANT DOCUMENT, WHICH LEPIDICO SHAREHOLDERS SHOULD READ CAREFULLY. IF A LEPIDICO SHAREHOLDER IS IN ANY DOUBT AS TO ITS CONTENTS AND HOW TO DEAL WITH THEM, THEY SHOULD CONSULT THEIR FINANCIAL OR OTHER PROFESSIONAL ADVISER.
Lithium Australia NL(ACN 126 129 413)
Bidder's Statement in relation to the Offer by Lithium Australia to acquire ALL ordinary shares in Lepidico Limited(ACN 008 894 442)
The consideration offered is 1 LIT Share for every 13.25 LPD Shares.Corporate Adviser Legal Adviser
The Offer is dated 16 March 2017 and will close at midnight (WST) on 18 April 2017, unless extended or withdrawn
Key datesAnnouncement of Offer | 6 February 2017 |
Date of Bidder's Statement | 2 March 2017 |
Date Bidder's Statement is lodged with ASIC | 2 March 2017 |
Date of Offer | 16 March 2017 |
Offer closes (unless otherwise extended) | 18 April 2017 |
Share registrar for the Offer | Lithium Australia NL |
Security Transfer Registrars 770 Canning Highway, Applecross WA, 6153 Phone: 08 9315 2333 | Level 1, 675 Murray Street, West Perth, WA, Australia, 6005 Phone (within Australia): 1300 568 726 (toll-free) Phone (outside Australia): +61 2 8022 7947 Email: lithiumaustralia@investorinfo.net.au |
Why the Offer should be accepted v
Chairman's letter vi
Investment overview 1
Reasons to accept the Offer 9
Profile of Lithium Australia 11
Information about Lithium Australia securities 19
Profile of Lepidico 28
Combined Group 34
Intentions of Lithium Australia 39
Australian Tax Considerations 45
Risk factors 50
Additional information 59
Directors authorisation 66
Definitions and interpretation 67
Annexure A - Terms of the Offer 73
Annexure B - Lithium Australia's ASX announcements 84
Annexure C - Lepidico's ASX announcements 87
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Important informationBidder's Statement
This document (Bidder's Statement), dated 2 March 2017, is issued by Lithium Australia NL (ACN 126 129 413) under Part 6.5 of the Corporations Act in relation to an off-market offer by Lithium Australia to acquire LPD Shares and sets out certain disclosures required by the Corporations Act.
A copy of the Bidder's Statement was lodged with ASIC on 2 March 2017. ASIC takes no responsibility for the contents of the Bidder's Statement.
Investments risks
There are risks that may have a material impact on the value of the Offer, the future performance of the Combined Group and the value of LIT Shares. These are described in Section 9 of this Bidder's Statement.
Foreign jurisdictions
No action has been taken to register or qualify Lithium Australia or to otherwise permit the offering of LIT Shares outside Australia, its external territories and New Zealand. Further information for LPD Shareholders with a registered address outside Australia and New Zealand is set out in section 10.12.
This Bidder's Statement has been prepared having regard to Australian disclosure requirements. These disclosure requirements may differ from those of other countries.
This Bidder's Statement is not a New Zealand prospectus or an investment statement and has not been registered, filed with or approved by any New Zealand regulatory authority under or in accordance with the Securities Act 1978 (New Zealand) (or any other relevant New Zealand law). This Bidder's Statement may not contain all the information that a prospectus or an investment statement under the New Zealand law is required to contain.
The only members of the public in New Zealand to whom LIT Shares are being offered to under the Offer are LPD Shareholders. The Offer is being made in New Zealand in reliance on the Securities Act (Overseas Companies) Exemption Notice 2013 (New Zealand).
Unmarketable Parcels
LPD Shareholders who accept the Offer and as a consequence would be entitled to an Unmarketable Parcel of LIT Shares will receive cash instead based on the highest closing price of LIT Shares during the period beginning on the first day of the Bid Period and ending on the earlier of 5 Trading Days before the first day on which Lithium Australia must pay or provide bid consideration to accepting LPD Shareholders under the terms of the Offers and the end of the Bid Period.
For further information see Section 10.13.
Disclosure regarding forward looking statements
This Bidder's Statement includes forward-looking statements that have been based on Lithium Australia's current expectations and predictions about future events, including Lithium Australia's intentions (which include those set out in Section 7). These forward-looking statements are, however, subject to inherent risks, uncertainties and assumptions that could cause the actual results, performance or achievements of Lithium Australia, Lepidico and the Combined Group to differ materially from the expectations and predictions, expressed or implied, in such forward-looking statements. These factors include, among other things, the risks identified in Section 9.
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Lithium Australia NL published this content on 20 March 2017 and is solely responsible for the information contained herein.
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