Orocobre Limited: Partnership with Advantage Lithium on Exploration Projects
23.11.2016 | ABN Newswire
Brisbane - Orocobre Ltd. (ASX:ORE) (TSE:ORL) (Orocobre or the Company) today announced that it will divest a number of lithium brine exploration projects which are currently held through Orocobre's Argentine subsidiary South American Salars SA (SAS) to Canada's Advantage Lithium Corp. (CVE:AAL) (Advantage Lithium).
- Conference call to be held at 12.00pm AEDT (Sydney) - details at the conclusion of the announcement
Under the terms of a Letter of Intent (LOI) executed by the parties, Advantage Lithium will issue to Orocobre 40,622,200 common shares valued at approximately US$37 million as at 22 November 2016 in consideration for the acquisition of the exploration projects.
Advantage Lithium is required to complete an equity financing of between US$15,000,000 and US$25,000,000 jointly managed by Dundee Securities Ltd and Canaccord Genuity Corp at an issue price of C$1.00. The funds will allow Advantage Lithium to rapidly advance the exploration projects in the northern provinces of Argentina. Orocobre's shareholding in Advantage Lithium post raising will represent between 31.1% and 34.6% of the outstanding common shares (on a fully diluted basis).
Orocobre will not participate in the equity financing.
Following execution of a Definitive Agreement, anticipated to be finalised in the next month, Orocobre will be entitled to appoint two nominees to the Board of Directors of Advantage Lithium, which on completion will comprise six Board members.
The LOI with Advantage Lithium includes exploration projects with a total area of approximately 85,000 hectares in the northern Argentine provinces of Jujuy, Salta and Catamarca in Argentina's lithium triangle.
Orocobre and Advantage Lithium will enter a 50/50 joint venture for the more advanced Cauchari Project. Advantage Lithium will earn a further 25% interest in this property by the expenditure of US$5m over three years or completion of an NI 43-101 compliant feasibility study in that period.
* Advantage Lithium will have an initial 50% interest that can be increased to 75% (see paragraph below)
As detailed in the accompanying ASX/TSX announcement headed "Orocobre partners with Advantage Lithium - Technical Details of Cauchari Flagship Lithium Asset" the Cauchari project hosts a near-surface, inferred resource containing approximately 470,000 tonnes lithium carbonate equivalent (LCE) (230 million cubic meters of brine at average grades of 380 mg/L lithium). Lying beneath the inferred resource is a large exploration target of between 0.25 million tonnes and 5.6 million tonnes of lithium carbonate equivalent based on a range of porosity and grade possibilities to between 220 metres and 450 metres depth.
Orocobre will retain a 1% gross royalty on production from the Cauchari properties, and will have rights of first refusal on future brine production.
The Cauchari project is located 20 kilometres south of Olaroz and adjacent to the development project of Lithium Americas Corp. and SQM. The newly created Joint Venture between Orocobre and Advantage Lithium will benefit from its proximity to the Olaroz Lithium Facility and from the Joint Venture's ability to access the experience of Orocobre in lithium project development.
CEO and Managing Director, Richard Seville said,
"By partnering with Advantage Lithium this transaction will enable the high potential assets in our exploration portfolio to be developed and advanced without the need for any further input of capital or management time by Orocobre whilst allowing us to maintain our focus on our current production and expansion plans at Olaroz and Borax Argentina.
Our decision to partner with Advantage Lithium attests to the high regard with which we hold the Advantage Lithium team at both the Board and technical level and we look forward to working closely with them."
About Advantage Lithium Corp.
Advantage Lithium Corp. is a resource company specializing in the strategic acquisition, exploration and development of lithium properties and is headquartered in Vancouver, British Columbia. Common Shares are listed on the TSX Venture Exchange under the symbol "AAL". The company is earning an interest from Nevada Sunrise Gold Corp., in a portfolio of five lithium brine projects in the Clayton and Lida Valley regions of Nevada, USA, together with certificated water rights in the Clayton Valley. The company has also entered an LOI agreement to earn interest from Radius Gold Inc. in four lithium brine projects in the states of Chihuahua and Coahuila, Northwest Mexico. In addition, the company has signed a definitive agreement to acquire 100% of the Stella Mary's lithium brine project in Argentina's Lithium Triangle. Further information about the company can be found at www.advantagelithium.com.
Details of the Letter of Intent
The terms and conditions of the acquisition will be set out in the Definitive Agreement.
As consideration for the projects, Advantage Lithium will issue to Orocobre 40,622,200 common shares in the capital of the Company which will represent no less than 31.1% of the outstanding common shares of Advantage Lithium on completion of the capital raising (calculated on a fully-diluted basis).
The completion of the acquisition (Closing) will occur on the second business day after satisfaction or waiver of the conditions to Closing as set out in the Definitive Agreement, or such other date as Orocobre and Advantage Lithium may agree (and in any event within 90 days unless otherwise agreed).
Closing is subject to a number of conditions that will be set out in the Definitive Agreement, including:
- the receipt of all required regulatory approvals, including the approval of the TSX Venture Exchange;
- the receipt of all shareholder and Director approvals required by Advantage Lithium;
- the completion of satisfactory due diligence by each of Advantage Lithium and Orocobre;
- completion by Advantage Lithium of an equity financing to raise gross proceeds of not less than US$15,000,000 (and a maximum of US$25,000,000);
- completion of a technical report on the exploration projects, prepared in compliance with National Instrument 43-101 Standards of Disclosure for Mineral Projects; and
- no material adverse change in the business, operations, results, prospects, properties or assets of Advantage Lithium having occurred prior to Closing.
The parties will enter into voluntary escrow agreements in respect of the shares to be issued to Orocobre and the shares held by current Advantage Lithium insiders. Final terms of the escrow agreements will be detailed in the Definitive Agreement.
Orocobre will have a pre-emptive right to maintain its proportionate interest in Advantage Lithium by participating in future offerings of securities by the Company provided that Orocobre holds at least 10% of the issued and outstanding common shares of Advantage Lithium. Orocobre will also have the Board representation rights described above.
Orocobre will have a right of first refusal over any direct or indirect sale by Advantage Lithium of all or any portion of the Cauchari properties, and Orocobre will be entitled to re-acquire the Cauchari properties pursuant to an agreed valuation process in the event of a change of control of Advantage Lithium.
EVENT CALL PARTICIPANT DIAL IN NUMBERS
Australia Dial-in Number 1800 804 360
International Dial-in Number +61 3 8687 0581
SYDNEY, MELBOURNE 12.00 pm AEDT
BRISBANE 11.00 am AEST
SINGAPORE, HONG KONG 9.00 am
To view tables and figures, please visit:
http://abnnewswire.net/lnk/5MU5W8G6
About Orocobre Limited:
Orocobre Ltd. is listed on the Australian Securities Exchange and Toronto Stock Exchange (ASX:ORE) (TSE:ORL) (OTCMKTS:OROCF), and is building a substantial Argentinian-based industrial minerals company through the construction and operation of its portfolio of lithium, potash and boron projects and facilities in the Puna region of northern Argentina.
The Company has built, in partnership with Toyota Tsusho Corporation and JEMSE, the first large-scale, greenfield brine based lithium project in 20 years at the Salar de Olaroz with planned production of 17,500 tonnes per annum of low-cost battery grade lithium carbonate.
Contact:
Richard Seville Managing Director
Orocobre Ltd.
T: +61-7-3871-3985 M: +61-419-916-338
E: rseville@orocobre.com
Andrew Barber Investor Relations Manager
Orocobre Ltd.
E: abarber@orocobre.com
T: +61-7-3871-3985
- Conference call to be held at 12.00pm AEDT (Sydney) - details at the conclusion of the announcement
Under the terms of a Letter of Intent (LOI) executed by the parties, Advantage Lithium will issue to Orocobre 40,622,200 common shares valued at approximately US$37 million as at 22 November 2016 in consideration for the acquisition of the exploration projects.
Advantage Lithium is required to complete an equity financing of between US$15,000,000 and US$25,000,000 jointly managed by Dundee Securities Ltd and Canaccord Genuity Corp at an issue price of C$1.00. The funds will allow Advantage Lithium to rapidly advance the exploration projects in the northern provinces of Argentina. Orocobre's shareholding in Advantage Lithium post raising will represent between 31.1% and 34.6% of the outstanding common shares (on a fully diluted basis).
Orocobre will not participate in the equity financing.
Following execution of a Definitive Agreement, anticipated to be finalised in the next month, Orocobre will be entitled to appoint two nominees to the Board of Directors of Advantage Lithium, which on completion will comprise six Board members.
The LOI with Advantage Lithium includes exploration projects with a total area of approximately 85,000 hectares in the northern Argentine provinces of Jujuy, Salta and Catamarca in Argentina's lithium triangle.
Orocobre and Advantage Lithium will enter a 50/50 joint venture for the more advanced Cauchari Project. Advantage Lithium will earn a further 25% interest in this property by the expenditure of US$5m over three years or completion of an NI 43-101 compliant feasibility study in that period.
Property State Area (ha) Interest
Cauchari Jujuy 27,771 *50%
Incahuasi Salta 9,843 100%
Antofalla Salta 10,653 100%
Guayatoyoc Jujuy 21,276 100%
Other applications
pending ~ 16,000 100%
* Advantage Lithium will have an initial 50% interest that can be increased to 75% (see paragraph below)
As detailed in the accompanying ASX/TSX announcement headed "Orocobre partners with Advantage Lithium - Technical Details of Cauchari Flagship Lithium Asset" the Cauchari project hosts a near-surface, inferred resource containing approximately 470,000 tonnes lithium carbonate equivalent (LCE) (230 million cubic meters of brine at average grades of 380 mg/L lithium). Lying beneath the inferred resource is a large exploration target of between 0.25 million tonnes and 5.6 million tonnes of lithium carbonate equivalent based on a range of porosity and grade possibilities to between 220 metres and 450 metres depth.
Orocobre will retain a 1% gross royalty on production from the Cauchari properties, and will have rights of first refusal on future brine production.
The Cauchari project is located 20 kilometres south of Olaroz and adjacent to the development project of Lithium Americas Corp. and SQM. The newly created Joint Venture between Orocobre and Advantage Lithium will benefit from its proximity to the Olaroz Lithium Facility and from the Joint Venture's ability to access the experience of Orocobre in lithium project development.
CEO and Managing Director, Richard Seville said,
"By partnering with Advantage Lithium this transaction will enable the high potential assets in our exploration portfolio to be developed and advanced without the need for any further input of capital or management time by Orocobre whilst allowing us to maintain our focus on our current production and expansion plans at Olaroz and Borax Argentina.
Our decision to partner with Advantage Lithium attests to the high regard with which we hold the Advantage Lithium team at both the Board and technical level and we look forward to working closely with them."
About Advantage Lithium Corp.
Advantage Lithium Corp. is a resource company specializing in the strategic acquisition, exploration and development of lithium properties and is headquartered in Vancouver, British Columbia. Common Shares are listed on the TSX Venture Exchange under the symbol "AAL". The company is earning an interest from Nevada Sunrise Gold Corp., in a portfolio of five lithium brine projects in the Clayton and Lida Valley regions of Nevada, USA, together with certificated water rights in the Clayton Valley. The company has also entered an LOI agreement to earn interest from Radius Gold Inc. in four lithium brine projects in the states of Chihuahua and Coahuila, Northwest Mexico. In addition, the company has signed a definitive agreement to acquire 100% of the Stella Mary's lithium brine project in Argentina's Lithium Triangle. Further information about the company can be found at www.advantagelithium.com.
Details of the Letter of Intent
The terms and conditions of the acquisition will be set out in the Definitive Agreement.
As consideration for the projects, Advantage Lithium will issue to Orocobre 40,622,200 common shares in the capital of the Company which will represent no less than 31.1% of the outstanding common shares of Advantage Lithium on completion of the capital raising (calculated on a fully-diluted basis).
The completion of the acquisition (Closing) will occur on the second business day after satisfaction or waiver of the conditions to Closing as set out in the Definitive Agreement, or such other date as Orocobre and Advantage Lithium may agree (and in any event within 90 days unless otherwise agreed).
Closing is subject to a number of conditions that will be set out in the Definitive Agreement, including:
- the receipt of all required regulatory approvals, including the approval of the TSX Venture Exchange;
- the receipt of all shareholder and Director approvals required by Advantage Lithium;
- the completion of satisfactory due diligence by each of Advantage Lithium and Orocobre;
- completion by Advantage Lithium of an equity financing to raise gross proceeds of not less than US$15,000,000 (and a maximum of US$25,000,000);
- completion of a technical report on the exploration projects, prepared in compliance with National Instrument 43-101 Standards of Disclosure for Mineral Projects; and
- no material adverse change in the business, operations, results, prospects, properties or assets of Advantage Lithium having occurred prior to Closing.
The parties will enter into voluntary escrow agreements in respect of the shares to be issued to Orocobre and the shares held by current Advantage Lithium insiders. Final terms of the escrow agreements will be detailed in the Definitive Agreement.
Orocobre will have a pre-emptive right to maintain its proportionate interest in Advantage Lithium by participating in future offerings of securities by the Company provided that Orocobre holds at least 10% of the issued and outstanding common shares of Advantage Lithium. Orocobre will also have the Board representation rights described above.
Orocobre will have a right of first refusal over any direct or indirect sale by Advantage Lithium of all or any portion of the Cauchari properties, and Orocobre will be entitled to re-acquire the Cauchari properties pursuant to an agreed valuation process in the event of a change of control of Advantage Lithium.
EVENT CALL PARTICIPANT DIAL IN NUMBERS
Australia Dial-in Number 1800 804 360
International Dial-in Number +61 3 8687 0581
SYDNEY, MELBOURNE 12.00 pm AEDT
BRISBANE 11.00 am AEST
SINGAPORE, HONG KONG 9.00 am
To view tables and figures, please visit:
http://abnnewswire.net/lnk/5MU5W8G6
About Orocobre Limited:
Orocobre Ltd. is listed on the Australian Securities Exchange and Toronto Stock Exchange (ASX:ORE) (TSE:ORL) (OTCMKTS:OROCF), and is building a substantial Argentinian-based industrial minerals company through the construction and operation of its portfolio of lithium, potash and boron projects and facilities in the Puna region of northern Argentina.
The Company has built, in partnership with Toyota Tsusho Corporation and JEMSE, the first large-scale, greenfield brine based lithium project in 20 years at the Salar de Olaroz with planned production of 17,500 tonnes per annum of low-cost battery grade lithium carbonate.
Contact:
Richard Seville Managing Director
Orocobre Ltd.
T: +61-7-3871-3985 M: +61-419-916-338
E: rseville@orocobre.com
Andrew Barber Investor Relations Manager
Orocobre Ltd.
E: abarber@orocobre.com
T: +61-7-3871-3985