BRISBANE, Nov. 15, 2023 - Allkem Ltd. (ASX: AKE, "Allkem") refers to the proposed merger of equals between Allkem and Livent Corporation announced to ASX on 10 May 2023 ("Transaction").
Allkem is pleased to confirm that it has today completed dispatch of the notice of meeting and explanatory statement in relation to the proposed scheme of arrangement pursuant to which Arcadium Lithium plc will acquire all of the shares in Allkem under the Transaction ("Scheme Booklet"). Dispatch was completed in accordance with the orders of the Court (and in the manner described in Allkem's ASX announcement dated 8 November 2023).
In particular:
- Allkem shareholders who have elected to receive hard copies of communications from Allkem have been sent (by post) a physical copy of the Scheme Booklet, as well as a personalised proxy form;
- Allkem shareholders who have elected to receive electronic communications from Allkem have been sent an email containing instructions about how to access and download a copy of the Scheme Booklet, as well as how to lodge their proxy form and/or voting instructions; and
- Allkem shareholders who have not made an election (to either receive electronic or hard copy communications from Allkem) have been sent a letter (by post) containing instructions about how to access and download a copy of the Scheme Booklet, along with a personalised proxy form for the Scheme Meeting.
The Scheme Booklet, including the Independent Expert's Report, is also available on Allkem's website at: www.allkem.co, and on Allkem's ASX announcements page at: www.asx.com.au.
Indicative Scheme Timetable
The key dates expected for the Transaction are set out below. Allkem will continue to update shareholders about any material developments in relation to the Transaction or the indicative timetable for the Transaction, as the timetable progresses.
| Date / time | Event |
10:30am (AWST) / 1:30pm
(AEDT) on 17 December
2023 | Latest time and date for receipt of proxy forms for Scheme Meeting |
7:00pm (AEDT) on 17
December 2023 | Time and date for determining eligibility to vote at the Scheme Meeting |
10:30am (AWST) / 1:30pm
(AEDT) on 19 December
2023 | Scheme Meeting |
| If the Scheme is approved by Allkem Shareholders (and the US Merger is approved by Livent Stockholders) |
| 20 December 2023 | Second Court Date for approval of the Scheme |
Principal Register
Shareholders: 5:00pm
(AEDT) on 20 December
2023
Canadian Register
Shareholders: 5:00pm
(Toronto time) / 10:00pm
(UTC) on 20 December 2023 | Election Date
The latest time and date by which Election Forms (or Election Withdrawal Forms, if applicable) must be received by the Allkem Share Registry from: - Eligible Principal Register Shareholders who wish to receive NewCo Shares, rather than NewCo CDIs, as Scheme Consideration; and
- Eligible Canadian Register Shareholders who wish to receive NewCo CDIs, rather than NewCo Shares, as Scheme Consideration.
|
| 21 December 2023 | Scheme Effective Date |
7.00pm (AEDT) on 27
December 2023 | Record Date for determining entitlements to receive Scheme Consideration |
| 4 January 2024 | Scheme Implementation Date
Scheme Consideration issued to Eligible Shareholders |
| 4 January 2024 (New York time) | US Merger Effective Time
Arcadium Lithium plc Shares issued to Livent Stockholders after this time |
Note: All references to time above are references to AEDT (Sydney time), unless otherwise specified.
All dates following the date of the Scheme Meeting are indicative only and, among other things, are subject to all necessary approvals from the Court and other Governmental Entities and the satisfaction or permissible waiver of all other applicable closing conditions. Allkem reserves the right to vary the times and dates set out above. Any changes to the above timetable (which may include an earlier Second Court Hearing) will be announced through ASX, filed under Allkem's profile on SEDAR+ and notified on: www.allkem.co.
Shareholder Information Line
If you have any questions about the Scheme or the Scheme Booklet after reading the Scheme Booklet, please contact the Allkem Shareholder Information Line on 1300 367 804 (within Australia) or +61 2 9066 6162 (outside Australia) from 9:00 am to 5:00 pm (AEDT), Monday to Friday (excluding public holidays).
This release was authorised by the Board of Directors of Allkem Ltd..
| Investor Relations & Media Enquiries | Connect |
Andrew Barber
M: +61 418 783 701 E: Andrew.Barber@allkem.co
Phoebe Lee
P: +61 7 3064 3600 E: Phoebe.Lee@allkem.co | info@allkem.co
+61 7 3064 3600
www.allkem.co |
| | |
IMPORTANT NOTICES
Not for release or distribution in the United States
This announcement has been prepared for publication in Australia and may not be released to U.S. wire services or distributed in the United States. This announcement does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United States or any other jurisdiction, and neither this announcement or anything attached to this announcement shall form the basis of any contract or commitment. Any securities described in this announcement have not been, and will not be, registered under the U.S. Securities Act of 1933 and may not be offered or sold in the United States except in transactions registered under the U.S. Securities Act of 1933 or exempt from, or not subject to, the registration of the U.S. Securities Act of 1933 and applicable U.S. state securities laws.
A PDF accompanying this announcement is available at:
http://ml.globenewswire.com/Resource/Download/91cb7001-9f61-42bc-8e43-6035b81dfc30
