Cadence Minerals plc (LON:KDNC) has announced that along with all the Lithium Technologies and Lithium Supplies shareholders; we have reached an agreement to sell 100% of the equity of LT and LS.
Highlights:
• Cadence and all LT and LS shareholders have entered into a conditional agreement to sell 100% of LT and LS for up to A$21.05 million (£11.82 million)
• Cadence owns 31.5% of LT and LS and would receive up to A$6.63 million (£3.72 million)
• The consideration payable to LT and LS shareholders will be via a mixture of cash and shares
• The Buyer will spend a minimum of A$4 million over three years from the completion of the sale on the exploration of the Litchfield lithium prospect (“Litchfield”) in Northern Australia.
Cadence Minerals CEO Kiran Morzaria commented: “On behalf of the Cadence board and the other LT and LS shareholders, we are pleased to report that we have reached a conditional agreement with a public, unlisted Australian company to sell LT and LS.”
“Recent exploration and sampling work at the Litchfield project and the project’s proximity to Core Lithium’s assets have led us to believe that Litchfield has considerable potential to host lithium mineralisation. In addtion to this the other lithium assets held by LT and LS provides the Buyer with several attractive targets to explore and develop.”
“For Cadence, this transaction is, we believe, an excellent balance of risk and reward. Firstly it provides an initial consideration that more than covers our book investment. Secondly, by partly paying the consideration in shares in the buyer and cash payment on milestones we are exposed the the exploration upside. Lastly, given the commitment of at least A$ 4 million to explore the primary assets, this mitigates dilution to Cadence shareholders.”
“Moreover, this transaction will also allow our management team to focus on delivering additional value through our ongoing involvement in developing our flagship Amapa Iron Ore project.”
The consideration for LT and LS is up to A$ 21.05 million (£11.82 million). Cadence has 31.5% of LT and LS and would receive up to A$ 6.63 (£3.72 million). The Buyer is a public, unlisted company in Australia (“Buyer”).
LT and LS, through their subsidiaries, are the holders of two prospective exploration licenses and one exploration application in Australia and a further seven exploration license applications in Argentina.
All of the licenses and applications target prospective hard rock lithium deposits. The most significant of these is the Litchfield lithium prospect, which is contiguous to Core Lithium’s (ASX: CXO) strategic Finniss Lithium Project (JORC compliant ore reserves: 7.4Mt @ 1.3% Li2O)2.
The acquisition of LT and LS has several conditions precedent, including the completion of due diligence and the relevant regulatory approval. Assuming this is successful, the Buyer will acquire 100% of LT and LS through a mixture of cash and shares partially paid on completion of the sale of LT and LS and the remainder paid on the achievement of key performance milestones.
The net loss of LT and LS were A$1,560 and A$1,306, respectively, for the year ended 30 June 2021. As such, the net loss attributable to the Company (being 31.5% of LT and LS) was A$903 (£516). As of 31 December 2020, the carrying values of LT and LS in the Company’s balance sheet was approximately £337,000 and £237,000, respectively.
| Timing | Cash / Shares | Shares | Share Price (A$) | Value (A$) | Approximate value to KDNC (A$) |
| Completion of Sale | Cash | N/A | N/A | 1,050,000 | 330,750 |
| Completion of Sale | Shares | 45,000,000 | 0.20 | 9,000,000 | 2,835,000 |
| Milestone One Payment | Cash | N/A | N/A | 2,500,000 | 787,500 |
| Milestone Two Payment | Cash | N/A | N/A | 2,500,000 | 787,500 |
| Milestone Three Payment | Cash | N/A | N/A | 3,000,000 | 945,000 |
| Milestone Four Payment | Cash | N/A | N/A | 3,000,000 | 945,000 |
| Total | 21,050,000 | 6,630,750 |
The first three milestone payments are payable once a JORC resource is of not less than 12 million tonnes of lithium oxide is proved at Litchfield. The fourth milestone payment is payable on completing a definitive feasibility study on Litchfield. The Buyer can also pay the milestones payments in equity, using a defined pricing mechanism.
The Buyer has committed to spending at least A$4 million on the exploration of Litchfield during the three years post the completion of the sale. Should the milestones not be achieved during this period, the respective consideration will not be payable.
The proceeds received by the Company will be used for reinvestment as per our investment strategy, which can be found on the company website. In relation to the shares received as part of the consideration, the Company will be bound by an escrow agreement with the Buyer as per the regulatory authorities in Australia and will be in the form and substance consistent with the ASX Listing Rules. After the lapse of the escrow arrangement, Cadence will retain or dispose of these shares as per our investment strategy.
