Bacanora Lithium PLC Zinnwald Distribution, Share Issue & Board Changes (0190W)

TIDMBCN

RNS Number : 0190W

Bacanora Lithium PLC

17 December 2021

17 December 2021

Bacanora Lithium plc

("Bacanora" or the "Company")

Distribution of Zinnwald Shares

Issue of New Ordinary Shares and Board Changes

Bacanora Lithium plc (AIM: BCN) announces that, further to the announcement earlier today by Ganfeng International Trading (Shanghai) Limited ("Ganfeng") that the recommended cash offer (the "Offer") by Ganfeng for the entire issued and to be issued ordinary share capital of Bacanora not already owned by Ganfeng has become unconditional, the distribution of Zinnwald Shares to Bacanora Shareholders will now be made.

The Offer by Ganfeng was set out in an offer document ("Offer Document") sent to shareholders on 15 September 2021. The Offer was suspended on 22 October 2021 as a result of the Mexican Antitrust Clearance Condition to the Offer not having yet been satisfied or waived. Ganfeng has today announced that it has satisfied the Mexican Antitrust Clearance Condition, all other conditions of the Offer have been satisfied or waived, and that therefore the Offer has become unconditional.

In order to provide additional value to Bacanora Shareholders, Ganfeng agreed as part of the Offer, that Bacanora could propose a distribution in specie of Zinnwald Lithium Plc ("ZLP") shares to Bacanora Shareholders, so that for each Bacanora Share a Bacanora Shareholder will receive 0.23589 Zinnwald Shares (the "Zinnwald Distribution"). The making of this distribution is subject to various conditions, the last of which is the Offer becoming or being declared unconditional before the Long Stop Date.

As this condition has now been satisfied, Bacanora today announces that is has approved the making of the Zinnwald Distribution to all Bacanora Shareholders on the register at 6.00 p.m. today (the "Record Date"), with the transfer of the ZLP shares expected to be made to Bacanora Shareholders by 22 December 2021. Bacanora Shareholders who hold their Bacanora Shares in certificated form will receive their Zinnwald Shares in certificated form, and Bacanora Shareholders who hold their Bacanora Shares in uncertificated form (i.e. in CREST) will receive their Zinnwald Shares in uncertificated form (i.e. through CREST).

As stated in the Offer Document, Bacanora Shareholders on the Record Date will retain the right to the Zinnwald Distribution notwithstanding the transfer of their Bacanora Shares to Ganfeng.

However, unless the counterparties specifically agree otherwise, a buyer of Bacanora Shares ahead of the Ex-Date (as set out in the below table) will also acquire the benefit of the Zinnwald Distribution, and the seller will need to pass the benefit of the Zinnwald Distribution to the buyer, even if the seller remains as the registered owner of the Bacanora Shares on the Record Date.

A summary of the expected timetable for the Zinnwald Distribution is set out below:

 
 Record Date               6.00 p.m. on 17 December 2021 
 Ex-Date                   20 December 2021 
                          ------------------------------ 
 Distribution Date         22 December 2021 
                          ------------------------------ 
 CREST accounts credited   22 December 2021 
                          ------------------------------ 
 ZLP share certificates    10 January 2022 
  dispatched by 
                          ------------------------------ 
 

As the Offer has become unconditional, and in accordance with the terms of the offer made to them by Ganfeng under Rule 15 of the Code, participants of the 2009 Option Scheme have today been allotted and issued the following number of new Bacanora Shares and have accepted the Offer in respect of such Bacanora Shares.

 
 Optionholder    Number of Bacanora 
                  Shares 
 Peter Secker    421,288 
                ------------------- 
 Mark Hohnen     330,940 
                ------------------- 
 Eric Carter     1,133,369 
                ------------------- 
 Janet Blas      1,106,004 
                ------------------- 
 Total           2,991,601 
                ------------------- 
 

As envisaged in the Offer Document, each of the Independent Directors, Mark Hohnen, Jamie Strauss, Eileen Carr, Andres Antonius, and Graeme Purdy have tendered their resignations as Directors with immediate effect, which have been accepted by the Company. Peter Secker and Junichi Tomono will remain on the Board together with Wang Xiaoshen who represents the interests of Ganfeng on the Board.

Capitalised terms used but not de ned in this announcement shall have the meanings given to them in the Offer Document.

** ENDS **

For further information please visit www.bacanoralithium.com or contact:

 
 Bacanora Lithium plc               [e-mail] 
  Peter Secker, CEO 
  Janet Blas, CFO 
 Cairn Financial Advisers LLP, 
  Nomad 
  Sandy Jamieson / Liam Murray      [phone] 
 Peel Hunt (Financial Adviser       Tel: [phone] 
  to Bacanora)                       8900 
  Ross Allister 
  Michael Nicholson 
  Oliver Jackson 
 Citigroup Global Markets, 
  Joint Broker 
  Tom Reid / Andrew Miller-Jones 
  / Matthew Kenney                  [phone] 
 Canaccord Genuity, Joint Broker 
  James Asensio / Thomas Diehl      [phone] 
 Tavistock, Financial PR Adviser    [e-mail] 
  Jos Simson / Nick Elwes /          [phone] 
  Oliver Lamb 
 

Notes to editors

Bacanora Lithium Plc is an AIM-listed (ticker 'BCN') lithium development company. The Company is focused on building, in collaboration with its major shareholder and offtake partner, Ganfeng Lithium (the world's largest lithium metals producer), a 35,000 tonne per annum open pit lithium carbonate operation at its flagship asset, the Sonora Lithium Project in Mexico. The Sonora Lithium Project has 8.8 million tonnes of lithium carbonate (Li2CO3) equivalent resources, with an approximate 250-year resource life, as detailed in its December 2017 Feasibility Study.

Sonora Lithium Ltd ("SLL") is the operational holding company for the Sonora Lithium Project and is owned 50% by Bacanora and 50% by Ganfeng Lithium Co., Ltd. SLL owns 100% of the La Ventana concession. The La Ventana concession accounts for 88% of the mined ore feed in the Sonora Feasibility Study which covers the initial 19 years of the project mine life. SLL also owns 70% of the El Sauz and Fleur concessions.

Bacanora also owns 30.9% of Zinnwald Lithium Plc (AIM: ZNWD), which in turn owns the Zinnwald Lithium Project and the Falkenhaim, Altenberg and Sadisdorf Licences in southern Saxony, Germany.

Important notice

The contents of this announcement have been prepared by and are the sole responsibility of Bacanora.

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December 17, 2021 03:05 ET (08:05 GMT)