REG - CleanTech Lithium - Results of Placing

Cleantech LithiumAnnouncement

22/11/2023 07:15

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RNS Number : 3028U  CleanTech Lithium PLC  22 November 2023

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.

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF REGULATION
(EU) 596/2014 AS IT FORMS PART OF DOMESTIC LAW IN THE UNITED KINGDOM BY VIRTUE
OF THE EU (WITHDRAWAL) ACT 2018 ("MAR").

CleanTech Lithium PLC

("CleanTech" or the "Company")

Results of Placing

CleanTech Lithium PLC ("CTL", "CleanTech Lithium" or the "Company"), an
exploration and development company advancing sustainable lithium projects in
Chile for the clean energy transition, is pleased to announce the results of
the Placing announced on 21 November 2023 (the "Launch Announcement"). The
Placing has conditionally raised gross proceeds of £8 million and was
increased from the original minimum fundraise target due to significant
investor demand.  The additional capital raised will provide flexibility for
additional technical work at Laguna Verde and drilling at Francisco Basin.

Results of the Placing

The Placing has conditionally raised gross proceeds of £8 million.  A total
of 36,363,638 Placing Shares will therefore be issued pursuant to the Placing
representing approximately 25 per cent. of the Company's enlarged ordinary
share capital following the admission of the Placing Shares to trading on AIM.

The Placing comprises  14,124,466  Firm Placing Shares together with
7,062,233 Warrants,  and  22,239,172 Conditional Placing Shares and
11,119,586 Warrants which will be issued to new and existing institutional
investors procured by Fox-Davies Capital Limited and Canaccord Genuity Limited
(together the "Joint Bookrunners"), at the Issue Price. The Conditional
Placing is conditional, inter alia, on shareholder approval.

The Placing Shares will, when issued, be credited as fully paid and will rank
pari passu in all respects with the existing Ordinary Shares of the Company,
including the right to receive all dividends or other distributions made, paid
or declared in respect of such shares after the date of issue of the Placing
Shares.

Related Party

As a part of the Placing and on the same terms as all other Placees, Regal
Funds(1), which is currently interested in more than 10 per cent. of the
Company's issued share capital and therefore a Related Party under the AIM
Rules, has agreed to subscribe for approximately £1,200,000 , thereby
maintaining its current interest in the Company on the enlarged basis. As
such, Regal Funds participation is a Related Party Transaction for the
purposes of Rule 13 of the AIM Rules.  Accordingly, the Directors of the
Company, all independent, consider, having consulted with Beaumont Cornish
Limited, the Company's Nominated Adviser, that the terms of the subscription
by Regal Funds are fair and reasonable insofar as the Company's shareholders
are concerned.

(1)Regal Funds comprising Regal Funds Management Pty Limited and its
associates (including Regal Partners Limited, of which Regal Funds Management
Pty Limited is a wholly owned subsidiary) which act as trustee and investment
advisor for certain funds

Director participation

The Directors have agreed to subscribe for the following Conditional Placing
Shares:

 Director              Number of Conditional Placing Shares  Number of Warrants  Value (£)
 Steve Kesler           368,182                               184,091             81,000
 Gordon Stein           113,638                               56,819              25,000
 Tommy McKeith          454,546                               227,273             100,000
 Jonathan Morley-Kirk   113,638                               56,819              25,000
 Maha Daoudi            279,092                               139,546             61,400

 

General Meeting and Posting of Circular

The Conditional Placing is subject to shareholder approval at the General
Meeting, expected to be held on 14 December 2023. The Company expects to
publish, on or about 23 November 2023, a shareholder circular to convene the
General Meeting and a further announcement will be made in due course. The
Circular will also contain details of the Open Offer details of which
including the timetable and Record Date will be announced separately.

Admission and Trading

Application will be made to the  London Stock Exchange for the Placing Shares
to be admitted to trading on AIM. It is currently expected that the admission
of the Firm Placing Shares will become effective, and trading of the Firm
Placing Shares will commence on AIM, at 8.00 a.m. on 27 November 2023 and
that, subject to the necessary resolutions being passed at the General
Meeting, it is anticipated that admission of the Conditional Placing Shares
will become effective, and trading of the Conditional Placing Shares will
commence on AIM, at 8.00 a.m. on 15 December 2023.

Words and expressions defined in the Launch Announcement shall have the same
meaning in this announcement.

Steve Kesler, Chairman of CleanTech Lithium Plc, commented:

"Thank you to all the investors, including directors, that have supported
CleanTech Lithium in the latest Placing. We are delighted to see the return of
existing shareholders and welcome new shareholders who have shown, despite
difficult market conditions, their confidence in the Company as we develop
sustainable lithium projects in Chile.

The new funds will be focused on the development of the Laguna Verde project
and provide flexibility for additional drilling at Francisco Basin. A drilling
campaign will start imminently to upgrade the lithium resource estimate, with
more resource being categorised as Measured and Indicated. The Pre-Feasibility
Study (PFS) for Laguna Verde is well underway and the funds will ensure its
completion and announcement to the market. Allocated funds will also see the
commissioning and running of the Direct Lithium Extraction (DLE) Pilot Plant
and production of battery grade lithium carbonate. The final components
arrived in our facility in Copiapó recently and the plant is expected to be
commissioned before the end of this year.

Investors will know we have been one of the most active companies in Chile
using DLE to establish ourselves as a leading lithium developer. We have seen
from CleanTech Lithium's recent visit to China to meet DLE operators and from
strategic investments into DLE by major corporations that DLE for lithium
production is moving into the mainstream.

Our Board would like to take this opportunity to thank all the investors for
providing the funding for the Company to meet our planned milestones over the
coming months and so deliver value to all our stakeholders. We invite any
other existing shareholders to participate in the Open Offer as the Board felt
it was appropriate to make this opportunity available."

 For further information visit www.ctlithium.com (http://www.ctlithium.com) or
 contact the following:

 CleanTech Lithium PLC
 Aldo Boitano                           Jersey office: +44 (0) 1534 668 321

 Gordon Stein                           Chile office: +562-32239222
                                        Or via Celicourt

 Celicourt Communications               +44 (0) 20 8434 2754
 Felicity Winkles/Philip Dennis         cleantech@celicourt.uk (mailto:cleantech@celicourt.uk)

 Beaumont Cornish Limited               +44 (0) 207 628 3396

 (Nominated Adviser)

 Roland Cornish/ Asia Szusciak

 Fox-Davies Capital Limited             +44 20 3884 8450

 (Joint Broker & Bookrunner)
 Daniel Fox-Davies                      daniel@fox-davies.com (mailto:daniel@fox-davies.com)

 Canaccord Genuity Limited              +44 (0) 207 523 4680

 (Joint Broker & Bookrunner)

 James Asensio

 George Grainger

 Sam Lucas

Expected Timetable of Principal Events

The times and dates set out below are subject to change, and may be adjusted
by the Company in consultation with the Joint Bookrunners. The timetable below
also assumes that the Resolutions are passed at the General Meeting without
adjournment. In the event of any significant changes from the below expected
timetable, details of the new times and dates will be notified to Shareholders
by an announcement on a Regulatory Information Service.

 

                                                                                2023
 Publication of Circular                                                        23 November
 First Admission effective and dealings in the Firm Placing Shares expected to  8.00 a.m. on 27 November
 commence on AIM
 CREST accounts credited in respect of Firm Placing Shares and attached         8.00 a.m. on 27 November
 Warrants in uncertificated form
 General Meeting                                                                10.00 a.m. on 14 December
 Expected announcement of results of the General Meeting and the Open offer     14 December
 Second Admission effective and dealings in the Conditional Placing Shares and  8.00 a.m. on 15 December
 the Open Offer Shares expected to commence on AIM
 Where applicable, expected date for CREST accounts to be credited in respect   8.00 a.m. on 15 December
 of Conditional Placing Shares, Open Offer Shares and attached Warrants in
 uncertificated form
 Where applicable, expected date for despatch of definitive certificates for    within 14 days of Second Admission
 Conditional Placing Shares, Open Offer Shares and attached Warrants

Note: The Open Offer timetable including Record Date will be announced in due
course

 

 

Important Notice

This announcement includes "forward-looking statements" which include all
statements other than statements of historical fact, including, without
limitation, those regarding the Company's financial position, business
strategy, plans and objectives of management for future operations, or any
statements preceded by, followed by or that include the words "targets",
"believes", "expects", "aims", "intends", "will", "may", "anticipates",
"would", "could" or similar expressions or negatives thereof. Such
forward-looking statements involve known and unknown risks, uncertainties and
other important factors beyond the Company's control that could cause the
actual results, performance or achievements of the Group to be materially
different from future results, performance or achievements expressed or
implied by such forward-looking statements. Such forward-looking statements
are based on numerous assumptions regarding the Company's present and future
business strategies and the environment in which the Company will operate in
the future. These forward-looking statements speak only as at the date of this
document. The Company expressly disclaims any obligation or undertaking to
disseminate any updates or revisions to any forward-looking statements
contained herein to reflect any change in the Company's expectations with
regard thereto or any change in events, conditions or circumstances on which
any such statements are based unless required to do so by applicable law or
the AIM Rules.

 

Nothing contained herein shall be deemed to be a forecast, projection or
estimate of the future financial performance of the Company or any other
person following the implementation of the Placing or otherwise.

 

The price of shares and the income from them may go down as well as up and
investors may not get back the full amount invested on disposal of the shares.
Past performance is no guide to future performance and persons who require
advice should consult an independent financial adviser.

 

The distribution of this announcement and the offering of the Placing Shares
in certain jurisdictions may be restricted by law. No action has been taken by
the Company or the Joint Bookrunners that would permit an offering of such
shares or possession or distribution of this announcement or any other
offering or publicity material relating to such shares in any jurisdiction
where action for that purpose is required. Persons into whose possession this
announcement comes are required by the Company and the Joint Bookrunners to
inform themselves about, and to observe, any such restrictions.

 

This announcement is not for release, publication or distribution, in whole or
in part, directly or indirectly, in or into Australia, Canada, Japan or
the Republic of South Africa or any jurisdiction into which the publication
or distribution would be unlawful. This announcement is for information
purposes only and does not constitute an offer to sell or issue or the
solicitation of an offer to buy or acquire shares in the capital of the
Company in  Australia, Canada, Japan, New Zealand, the Republic of South
Africa or any jurisdiction in which such offer or solicitation would be
unlawful or require preparation of any prospectus or other offer documentation
or would be unlawful prior to registration, exemption from registration or
qualification under the securities laws of any such jurisdiction.

 

This announcement is not for publication or distribution, directly or
indirectly, in or into the United States of America.  This announcement is
not an offer of securities for sale into the United States.  The securities
referred to herein have not been and will not be registered under
the U.S. Securities Act of 1933, as amended, and may not be offered or sold
in the United States, except pursuant to an applicable exemption from
registration.  No public offering of securities is being made in the United
States.

 

Fox-Davies Capital Limited is authorised and regulated by the FCA in
the United Kingdom and is acting as joint bookrunner exclusively for the
Company and no one else in connection with the Placing and will not be
responsible to anyone (including any Placees) other than the Company for
providing the protections afforded to its clients or for providing advice in
relation to the Placing or any other matters referred to in this announcement.

 

Canaccord Genuity Limited is authorised and regulated by the FCA in
the United Kingdom and is acting as joint bookrunner exclusively for the
Company and no one else in connection with the Placing and will not be
responsible to anyone (including any Placees) other than the Company for
providing the protections afforded to its clients or for providing advice in
relation to the Placing or any other matters referred to in this announcement.

Beaumont Cornish Limited, which is authorised and regulated in the United
Kingdom by the Financial Conduct Authority, is acting as nominated adviser
to the Company in relation to the Placing and is not acting for any other
persons in relation to the Placing. Beaumont Cornish Limited is acting
exclusively for the Company and for no one else in relation to the
matters described in this announcement and is not advising any other person
and accordingly will not be responsible to anyone other than the Company for
providing the protections afforded to clients of Beaumont Cornish Limited, or
for providing advice in relation to the contents of this announcement or any
matter referred to in it.

 

 

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