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RNS Number : 2352V CleanTech Lithium PLC 13 August 2025
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN, INTO OR FROM THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, NEW
ZEALAND, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH SUCH
RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.
CleanTech Lithium PLC
("CleanTech Lithium" or the "Company")
Notice of General Meeting and Posting of Circular
13 August 2025 - CleanTech Lithium PLC (AIM: CTL), an exploration and
development company advancing sustainable lithium projects in Chile, is
pleased to announce that it is today posting a circular to Shareholders,
including a notice of general meeting (the "Circular"). The general meeting
will be held at the offices of the Company at de Carteret House, 7 Castle
Street, St Helier, Jersey, JE2 3BT on 29 August 2025 at 10:00AM BST (the
"General Meeting").
The Company announced on 11 August 2025 (the "Launch Announcement") that it
had:
• signed a binding sale and purchase agreement in Chile to acquire
an additional 30 licences in the Laguna Verde project area from a Chilean
family office, Minergy Chile SpA;
• conditionally raised £4.3 million (before expenses) by way of a
firm placing and conditional placing of 86,000,000 new Ordinary Shares (the
"Placing") at a price of 5 pence per Placing Share (the "Issue Price") by way
of an accelerated bookbuild;
• granted a broker option to Fox-Davies, pursuant to the Placing
Agreement, in order to enable Fox-Davies to deal with any additional demand
following the closing of the Placing (the "Broker Option");
• announced its intention to make a retail offer of new Ordinary
Shares to existing shareholders via Bookbuild at the Issue Price ("Retail
Offer") details of which (including the timetable) will be announced by the
Company in due course;
• conditionally agreed to restructure the terms of the 2024 Bridge
Financing in accordance with the terms set out therein; and
• announced that, as part of its operational cost reductions, the
Board shall be, temporarily, reduced to two Directors, with Steve Kesler
reverting to Non-Executive Chairman and Gordon Stein, Maha Daoudi and Tommy
McKeith agreeing to step down from the Board. Jonathan Morley-Kirk has also
stepped down and will be replaced by another Jersey resident Non-Executive
Director in due course. Gordon Stein will continue in his role as CFO until 11
February 2026,
(together, the "Proposals")
At the General Meeting, the Board is seeking Shareholder approval to:
· allot Ordinary Shares and disapply the pre-emption rights set out
in the Articles in connection with the Conditional Placing, the Broker Option,
the Retail Offer, the Conversion Shares and the Warrants; and
· renew its existing general authorities until these are renewed at
the next annual general meeting,
(the "Resolutions").
The detailed reasons for and background to the resolutions are set out in the
Circular. The Circular will shortly be available on the Company's
website https://ctlithium.com/investors/circulars-documents/
(https://ctlithium.com/investors/circulars-documents/) . A letter notifying
Shareholders of the availability of the Circular on the Company's website will
be dispatched to Shareholders later today.
The Directors consider the Proposals to be in the best interests of the
Company and its Shareholders as a whole and accordingly recommend unanimously
that Shareholders vote in favour of the Resolutions to be proposed at the
General Meeting, as they intend to do in respect of their aggregate holdings
of 359,090 Ordinary Shares.
Should the Resolutions at the General Meeting not be passed, the Proposals
will not complete, and the Company would only receive the net proceeds of the
Firm Placing and the Company will be obliged to repay the Loan Notes
immediately which it will be unable to do. Accordingly, the Directors believe
that it is critical that Shareholders vote in favour of the Resolutions, as
the Directors consider the Proposals to represent the best possible option for
Shareholders as a whole in the current circumstances.
Words and expressions defined in the Launch Announcement or the Circular shall
have the same meaning in this announcement.
EXPECTED TIMETABLE OF PRINCIPAL EVENTS
Announcement of the Placing 11 August 2025
Announcement of results of the Placing 11 August 2025
Publication of the Circular 13 August 2025
First Admission and dealings in the Firm Placing Shares expected to commence 8.00 a.m. on 14 August 2025
on AIM
Where applicable, expected date for CREST accounts to be credited in respect 14 August 2025
of Firm Placing Shares in uncertificated form
Where applicable, expected date for despatch of definitive certificates for On or before 28 August 2025
Firm Placing Shares in certificated form
Requested time and date for receipt of Forms of Proxy 10.00 a.m. on 27 August 2025
General Meeting 10.00 a.m. on 29 August 2025
Result of the General Meeting announced 29 August 2025
Second Admission and dealings in the Conditional Placing Shares, the Broker 8.00 a.m. on 1 September 2025
Option Shares and the Retail Offer Shares expected to commence on AIM
Where applicable, expected date for CREST accounts to be credited in respect 1 September 2025
of the Conditional Placing Shares, the Broker Option Shares and the Retail
Offer Shares in uncertificated form
Where applicable, expected date for despatch of definitive certificates for On or before 15 September 2025
the Conditional Placing Shares, the Broker Option Shares and the Retail Offer
Shares in certificated form
For further information contact:
CleanTech Lithium PLC
Ignacio Mehech/Gordon Stein/Nick Baxter Office: +44 (0) 1534 668 321
Mobile: +44 (0) 7494 630 360
Chile office: +562-32239222
Beaumont Cornish Limited (Nominated Adviser) +44 (0) 20 7628 3396
Roland Cornish/Asia Szusciak
Fox-Davies Capital Limited (Broker and Bookrunner) +44 (0) 20 3884 8450
Daniel Fox-Davies daniel@fox-davies.com (mailto:daniel@fox-davies.com)
The information communicated within this announcement is deemed to constitute
inside information as stipulated under the Market Abuse Regulations (EU) No
596/2014 which is part of UK law by virtue of the European Union (Withdrawal)
Act 2018. Upon publication of this announcement, this inside information is
now considered to be in the public domain. The person who arranged for the
release of this announcement on behalf of the Company was Steve Kesler,
Director and Chairman.
Beaumont Cornish Limited ("Beaumont Cornish") is the Company's Nominated
Adviser and is authorised and regulated by the FCA. Beaumont Cornish's
responsibilities as the Company's Nominated Adviser, including a
responsibility to advise and guide the Company on its responsibilities under
the AIM Rules for Companies and AIM Rules for Nominated Advisers, are owed
solely to the London Stock Exchange. Beaumont Cornish is not acting for and
will not be responsible to any other persons for providing protections
afforded to customers of Beaumont Cornish nor for advising them in relation to
the proposed arrangements described in this announcement or any matter
referred to in it.
Notes
CleanTech Lithium (AIM:CTL, Frankfurt:T2N) is an exploration and development
company advancing lithium projects in Chile for the clean energy transition.
CleanTech Lithium has two key lithium projects in Chile, Laguna Verde and
Viento Andino, and exploration stage project in Arenas Blancas (Salar de
Atacama), located in the lithium triangle, a leading centre for battery grade
lithium production.
CleanTech Lithium is committed to utilising Direct Lithium Extraction ("DLE")
with reinjection of spent brine resulting in no aquifer depletion. Direct
Lithium Extraction is a transformative technology which removes lithium from
brine with higher recoveries, short development lead times and no extensive
evaporation pond construction. For more information, please
visit: www.ctlithium.com (http://www.ctlithium.com/)
**ENDS**
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