REG - Rio Tinto - Rio Tinto completes Arcadium Lithium acquisition

Rio TintoAnnouncement

06/03/2025 07:15

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RNS Number : 6170Z  Rio Tinto PLC  06 March 2025

 

Notice to
ASX/LSE

 

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN ARE NOT FOR RELEASE,
PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM ANY
JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE
UNLAWFUL

Rio Tinto completes acquisition of Arcadium Lithium

6 March 2025

 

 

Rio Tinto has completed its acquisition of Arcadium Lithium plc ("Arcadium
Lithium") (NYSE: ALTM) (ASX: LTM) for $6.7 billion, following the sanctioning
of the Scheme of Arrangement by the Royal Court of Jersey on 5 March. Rio
Tinto is now the ultimate parent company of Arcadium Lithium, which will
become Rio Tinto Lithium, and will also include the Rincon lithium project.

 

The acquisition establishes Rio Tinto as a global leader in the supply of
energy transition materials and as a major lithium producer, with one of the
world's largest lithium resource bases. Rio Tinto Lithium aims to grow the
capacity of its Tier 1 assets to over 200 thousand tonnes per year of lithium
carbonate equivalent (LCE) by 2028. Complementary technologies and geographies
offer compelling value driven by accelerating volume growth in a rising
market, projecting significantly higher EBITDA and operating cash flow in the
coming years.

 

Rio Tinto Chief Executive Officer Jakob Stausholm said: "Today we are
delighted to welcome the employees of Arcadium to Rio Tinto. Together, we are
accelerating our efforts to source, mine and produce minerals needed for the
energy transition. By combining Rio Tinto's scale, financial strength,
operational and project development experience with Arcadium's Tier 1 assets,
technical and commercial capabilities, we are creating a world-class lithium
business which sits alongside our leading iron ore, aluminium and copper
operations.

 

"We believe we are well-positioned to deliver the materials needed for the
energy transition while maintaining our focus on respecting local communities,
minimising environmental impacts and delivering value for shareholders and
other stakeholders."

 

Arcadium Lithium shareholders will receive total cash consideration of $5.85
for each share held at the scheme record date. Rio Tinto will fund the
acquisition by drawing on its existing bridge loan facility, which it plans to
replace with long-term debt financing.

 

In connection with the completion of the transaction, Arcadium Lithium's
shares, and CHESS Depositary Receipts (CDIs) will be delisted from the New
York Stock Exchange (NYSE) and the Australian Securities Exchange (ASX),
respectively.

 

 

Forward Looking Statements

 

This announcement (including information incorporated by reference in this
announcement), oral statements made regarding the Transaction, and other
information published by Arcadium Lithium, Rio Tinto or any member of the Rio
Tinto Group contain statements which are, or may be deemed to be, "forward
looking statements" within the meaning of Section 27A of the Securities Act
and Section 21E of the US Securities Exchange Act of 1934. Such forward
looking statements are prospective in nature and are not based on historical
facts, but rather on current expectations and on numerous assumptions
regarding the business strategies and the environment in which Rio Tinto, any
member of the Rio Tinto Group or the enlarged group following the Transaction
("Enlarged Group") shall operate in the future and are subject to risks and
uncertainties that could cause actual results to differ materially from those
expressed or implied by those statements.

 

The forward looking statements contained in this announcement relate to Rio
Tinto, any member of the Rio Tinto Group or the Enlarged Group's future
prospects, developments and business strategies, the ability to fully realize
the anticipated benefits of the acquisition, and other statements other than
historical facts. In some cases, these forward looking statements can be
identified by the use of forward looking terminology, including the terms
"believes", "estimates", "will look to", "shall look to", "would look to",
"plans", "prepares", "anticipates", "expects", "is expected to", "is subject
to", "budget", "scheduled", "forecasts", "synergy", "strategy", "goal",
"cost-saving", "projects" "intends", "may", "will", "shall", or "should" or
their negatives or other variations or comparable terminology. By their
nature, forward-looking statements involve risk and uncertainty because they
relate to future events and  circumstances and should be considered in light
of various important factors, such as those set forth in Rio Tinto's filings
with the SEC, including Rio Tinto's Annual Report on Form 20-F for the fiscal
year ended December 31, 2023, which was filed with the SEC on February 23,
2024, and Rio Tinto's Annual Report on Form 20-F for the fiscal year ended
December 31, 2024, which was filed with the SEC on February 20, 2025. Neither
Arcadium Lithium or any of Rio Tinto or any member of the Rio Tinto Group, nor
any of their respective associates or directors, officers or advisers,
provides any representation, assurance or guarantee that the occurrence of the
events expressed or implied in any forward looking statements in this
announcement shall actually occur. Given these risks and uncertainties,
potential investors should not place any reliance on forward looking
statements.

 

Specifically, statements of estimated cost savings and synergies relate to
future actions and circumstances which, by their nature involve, risks,
uncertainties and contingencies. As a result, the cost savings and synergies
referred to may not be achieved, may be achieved later or sooner than
estimated, or those achieved could be materially different from those
estimated. Due to the scale of the Enlarged Group, there may be additional
changes to the Enlarged Group's operations. As a result and given the fact
that the changes relate to the future, the resulting cost synergies may be
materially greater or less than those estimated.

 

The forward-looking statements speak only at the date of this announcement.
All subsequent oral or written forward-looking statements attributable to any
member of the Rio Tinto Group or Arcadium Lithium Group, or any of their
respective associates, directors, officers, employees or advisers, are
expressly qualified in their entirety by the cautionary statement above.

 

Arcadium Lithium, the Rio Tinto Group and Rio Tinto expressly disclaim any
obligation to update such statements other than as required by law or by the
rules of any competent regulatory authority, whether as a result of new
information, future events or otherwise.

 

 

 

 

Contacts

Please direct all enquiries to media.enquiries@riotinto.com

 

 

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This announcement is authorised for release to the market by Andy Hodges, Rio
Tinto's Group Company Secretary.

 

 

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