REG - Atlantic Lithium Ltd - Long State Funding Update

Atlantic LithiumAnnouncement

26/11/2025 07:00

For best results when printing this announcement, please click on link below:
https://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20251126:nRSZ0657Ja&default-theme=true

RNS Number : 0657J  Atlantic Lithium Limited  26 November 2025

26 November 2025

Long State Funding Update

Atlantic Lithium receives deferred proceeds from Initial Placement under the
Share Placement Agreement

 and undertakes Second Placement to raise an additional £2 million

Atlantic Lithium Limited (AIM: ALL, ASX: A11, GSE: ALLGH, "Atlantic Lithium"
or the "Company"), the Africa-focused lithium exploration and development
company targeting the delivery of Ghana's first lithium mine, is pleased to
provide an update on its funding agreements with Long State Investments Ltd
("Long State") (refer announcement of 3 September 2025).

Highlights

-      Receipt of £1m (AUD 2.04m) from Long State(1), being the deferred
proceeds of the Initial Placement undertaken under the Share Placement
Agreement ("Share Placement Agreement") with Long State, as announced on 3
September 2025.

o  The Pricing Period of the Initial Placement was concluded early, at a
premium, through mutual agreement with Long State.

-      The Company has subsequently notified Long State to undertake a
second placement under the Share Placement Agreement to raise an additional
£2m (AUD 4.06m) through the placement of 19,417,475 shares ("Second
Placement").

o  50% of the proceeds of the Second Placement (i.e. £1m / AUD 2.03m) will
be paid on the issue of shares, with the remainder to be deferred until the
Swap Payment Date.

-      Following shareholder approval at the Extraordinary General
Meeting ("EGM"), held on 6 November 2025, and in line with the terms of the
Equity Placement Facility Agreement with Long State, the Company has issued 10
million warrants exercisable at a price of £0.128 and 10 million Security
Shares for nil consideration to Long State(1).

Commenting, Keith Muller, Chief Executive Officer of Atlantic Lithium, said:

"Following a positive trading period, which has seen a notable increase in the
Company's share price, we are pleased to have concluded the Initial Placement
undertaken under the Share Placement Agreement with Long State at a premium,
raising £2m. On the back of this success, we are proceeding with the Second
Placement to raise an additional £2m, intended to further enhance the
Company's financial position in a manner that minimises shareholder dilution."

Authorised for release by Amanda Harsas, Finance Director and Company
Secretary, Atlantic Lithium Limited.

This announcement contains inside information for the purposes of Article 7 of
the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law
by virtue of the European Union (Withdrawal) Act 2018 ("MAR"), and is
disclosed in accordance with the Company's obligations under Article 17 of
MAR.

Share Placement Agreement

Payment of Deferred Proceeds from the Initial Placement

Through mutual agreement with Long State, the Pricing Period of the Initial
Placement (refer announcement of 3 September 2025) was concluded early, at a
premium due to the Company's positive share price movement through the Pricing
Period. Accordingly, Long State(1) has paid £1,005,156 (AUD 2.04m) to the
Company, being the deferred consideration and the positive Swap Amount, as
defined in the Agreement. Proceeds from the Initial Placement total
£2,005,156, compared to the £2m intended.

Second Placement

Following the completion of the Initial Placement, the Company has notified
Long State to undertake a second placement under the Share Placement Agreement
("Second Placement"). Under the Second Placement, the Company will issue
19,417,475 shares ("Second Placement Shares") to Long State(1) at an issue
price of £0.103 per share ("Second Placement Price") to raise an additional
£2m (AUD 4.06m).

The process in respect of the Second Placement aligns with the process of the
Initial Placement (refer announcement of 3 September 2025). Accordingly, 50%
of the proceeds of the Second Placement (i.e. £1m / AUD 2.03m) will be paid
on the issue of shares, with the remainder to be deferred until the Trading
Day immediately after the Pricing Period ("Swap Payment Date").

The Placement Shares in respect of the Second Placement are being issued
pursuant to the Company's Listing Rule 7.1 capacity.

Upon the completion of the Second Placement, per the terms of the Share
Placement Agreement, the Company can, at its sole discretion, undertake two
additional placings of £2m each, provided that the maximum aggregate amount
raised under the Share Placement Agreement shall not exceed £8m and provided
that the Pricing Period in respect of any prior placement under the Share
Placement Agreement has passed.

 

Equity Placement Facility Agreement

Warrants

Per the terms of the Equity Placement Facility Agreement with Long State to
raise up to £20m (AUD 41.1m) over a period of 24 months ("Equity Placement
Facility Agreement" or "the Facility") (refer announcement of 3 September
2025), and following shareholder approval at the Extraordinary General Meeting
("EGM"), held on 6 November 2025, the Company has issued warrants to Long
State(1) to acquire 10 million shares in the Company, exercisable during the
5-year period from 13 November 2025 at a price of £0.128.

Security Shares

In line with the terms of the Equity Placement Facility Agreement and
following shareholder approval at the EGM, the Company has also issued 10
million fully paid ordinary shares of nil value ("Security Shares") to Long
State(1). The Security Shares are being issued prior to undertaking the first
placement under the Facility.

Upon expiry or termination of the Equity Placement Facility Agreement, the
Security Shares will, at the Company's election, be transferred to the
Company's nominee, sold by Long State (or its nominee) with the net proceeds
remitted to the Company, or bought back and cancelled for no consideration
(subject to shareholder approval and all applicable laws and regulations
governing such matters).

 

Admission to Trading

Application has been made to the London Stock Exchange for admission of a
total of 29,417,475 new ordinary shares, being the combined total of the
Second Placement Shares and the Security Shares, as described above, to
trading on AIM ("Admission"). It is expected that Admission will become
effective and dealings in the new ordinary shares, which will rank pari passu
with all existing ordinary shares, will commence on or around 1 December 2025.

 

Total Voting Rights

Following Admission, the Company will have 748,525,602 ordinary shares in
issue, which will also represent the total number of voting rights in the
Company. From Admission, the above figure should be used by shareholders as
the denominator for the calculations by which they will determine if they are
required to notify their interest in, or a change to their interest in, the
Company under the Financial Conduct Authority's Disclosure Guidance and
Transparency Rules.

 

(1) By way of Long State Investments Ltd nominated entity Patras Capital Pte
Ltd

(2) This announcement considers an AUD/GBP exchange rate of 0.493

 

For any further information, please contact:

Atlantic Lithium Limited

Keith Muller (Chief Executive Officer)

Amanda Harsas (Finance Director and Company Secretary)

                   www.atlanticlithium.com.au
                   IR@atlanticlithium.com.au
                   Tel: +61 2 8072 0640

 SP Angel Corporate Finance LLP      Yellow Jersey PR Limited                                           Canaccord Genuity Limited

 Nominated Adviser                   Charles Goodwin                                                    Financial Adviser:

 Jeff Keating                        Bessie Elliot                                                      Raj Khatri (UK) /

                                   atlantic@yellowjerseypr.com (mailto:atlantic@yellowjerseypr.com)

 Charlie Bouverat
                                                                  Duncan St John, Christian Calabrese (Australia)

                                   Tel: +44 (0)20 3004 9512

 Tel: +44 (0)20 3470 0470

                                                                                                        Corporate Broking:

                                                                                                        James Asensio

                                                                                                        Tel: +44 (0) 20 7523 4500

Notes to Editors:

About Atlantic Lithium

www.atlanticlithium.com.au (http://www.atlanticlithium.com.au/)

Atlantic Lithium is an AIM, ASX, and GSE-listed lithium company advancing its
flagship project, the Ewoyaa Lithium Project, a lithium spodumene pegmatite
discovery in Ghana, through to production to become the country's first
lithium-producing mine.

The Company published a Definitive Feasibility Study in respect of the Project
in July 2023. The Project was awarded a Mining Lease in October 2023, an
Environmental Protection Authority ("EPA") Permit in September 2024, and a
Mine Operating Permit in October 2024 and is being developed under an earn-in
agreement with Elevra Lithium Inc.

Atlantic Lithium holds a portfolio of lithium projects within 509km(2) and
771km(2) of granted and under-application tenure across Ghana and Côte
d'Ivoire respectively, which, in addition to the Project, comprises
significantly under-explored, highly prospective licences.

 

 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
 or visit
www.rns.com (http://www.rns.com/)
.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
.   END  UPDEQLBLEFLLFBX



            Copyright 2019 Regulatory News Service, all rights reserved