American Lithium Acquired Plateau Energy Metals

American Lithium and Plateau Energy Metals completed the acquisition by American Lithium of all of the issued and outstanding common shares of Plateau by way of a statutory plan of arrangement under the provisions of the Business Corporations Act (Ontario). The Arrangement became effective as of 12:01 a.m. (Toronto time) on May 11, 2021, resulting in Plateau becoming a wholly owned subsidiary of American Lithium.

Highlights

• Merger combines two of the largest lithium development projects globally
• Optionality provided by large-scale, advanced uranium project with robust economics
• Geographic & geological diversity in mining friendly jurisdictions
• Go forward management and board combines deep technical expertise with global capital markets reach and a track-record of creating value for shareholders
• Merger creates a leading, Americas focused developer of energy metals at a time when securing a sustainable supply of Critical Minerals is a global priority
• Strong working capital with approx. $19 million in cash on closing

“We are thrilled to complete this acquisition of Plateau, which significantly increases our portfolio of assets and expands our range of opportunities in the Americas. I would like to take this time to welcome our new colleagues from Plateau, who bring a highly complementary skill set. Not only is this important for the continued development of the Plateau assets but also their success in producing battery grade lithium at Falchani will be directly relevant as we focus on that milestone at TLC,” Simon Clarke, Chief Executive Officer & Director of American Lithium stated.

“The merger of Plateau and American Lithium combines two major undeveloped lithium assets and creates a development stage company with one of the largest combined lithium resources globally. The combination also secures the financial strength, capital markets expertise and shareholder support required for us to step up the development of all of our assets and build on the last decade of work undertaken, and milestones achieved, in Peru. We continue to believe that our success will position Peru as a major supplier of energy metals,” Dr. Laurence Stefan, Interim CEO & Director of Plateau, mentioned.

 

Completion of the Arrangement

Under the terms of the Arrangement, among other things, each holder of Plateau Shares is entitled to receive 0.29 of a common share of American Lithium (each whole share an “American Lithium Share”) and 0.145 of a common share purchase warrant of American Lithium (each whole warrant an “Exchange Warrant”) for each Plateau Share held immediately prior to Effective Time (the “Exchange Ratio”). Each whole Exchange Warrant will entitle the holder to acquire one American Lithium Share at a price of $3.00 until May 11, 2024. American Lithium will use commercially reasonable efforts to list the Exchange Warrants as soon as practicable following closing of the Transaction.

Each existing Plateau Share purchase warrant will, upon the exercise thereof on or after the Effective Time in accordance with its terms, entitle the holder to acquire 0.29 of an American Lithium Share and 0.145 of an Exchange Warrant for each Plateau Share the warrant holder would have been entitled to acquire prior to the closing of the Arrangement. Existing Plateau stock options will be exchanged for an option to acquire from American Lithium the number of American Lithium Shares equal to the product of: (A) the number of Plateau Shares subject to such Plateau stock option immediately prior to the effective date of the Arrangement, multiplied by (B) 0.29 of an American Lithium Share for each Plateau Share. Each restricted share unit and deferred share unit of Plateau vested immediately prior to the Effective Time and was exchanged for one Plateau Share, and the holders thereof participated in the Arrangement as Plateau shareholders. Pursuant to the Arrangement, American Lithium acquired 127,213,511 Plateau Shares, representing 100% of the outstanding Plateau Shares.

American Lithium intends to delist the Plateau Shares from the TSX Venture Exchange as soon as practicable. American Lithium also intends to cause Plateau to apply to the relevant securities regulators for Plateau to cease to be a reporting issuer.

In connection with the Arrangement, Plateau issued to Bedrock Capital Corporation a finder’s fee equal to $600,625 payable in cash and 2,666,666 Plateau Shares and the Company issued to Axemen Resource Capital Ltd. a finder’s fee equal to $200,000 payable in cash and 867,882 American Lithium Shares. The American Lithium Shares issued to Axemen will be subject to a four month hold from the applicable date of issuance. The finder’s fees are subject to the final approval of the TSX Venture Exchange.

 

Go Forward Management/Board of Directors

As recently announced, Simon Clarke will be the Chief Executive Officer and a director of the Company going forward. Andrew Bowering will move from his current role as Chief Financial Officer and director to be Chairman of the Company. Michael Kobler will step down from the board of directors of American Lithium but will remain with the Company as General Manager of the US Operations. G.A.(Ben) Binninger remains an independent director and Graham Ballachey remains as VP Engineering.

From the Plateau side, Dr. Laurence Stefan will join the Company as President, Chief Operating Officer and director. Philip Gibbs will become the Chief Financial Officer and Ted O’Connor will join the board of directors and will also be Technical Advisor and Qualified Person for the Company’s projects.

Dr. Stefan, the founder of Plateau Energy Metals (formerly Macusani Yellowcake) has over 30 years of experience in the mining industry (exploration, development, mining, processing, and marketing), serving as Managing Director in Peru since 2007. Dr. Stefan previously worked at Gold Fields of South Africa and JCI (Pty) Ltd. where he was involved in the beneficiation of a wide variety of solid metal/non-metal commodities. He has vast experience covering over 100 projects on 6 continents and led the discovery team for the Falchani lithium project.

Philip Gibbs, the current Chief Financial Officer of Plateau, has extensive experience with listed mining and mineral exploration companies operating in Africa and South America. Mr. Gibbs also serves as Chief Financial Officer of Cobalt BlockChain Inc. and Asante Gold Corporation.

Ted O’Connor, P.Geo, MSc. is a professional geoscientist with over 30 years of experience in the exploration industry and has been involved with Macusani Yellowcake and Plateau since shortly after inception. Previously, as Director of Corporate Development for Cameco, Ted was responsible for evaluating, directing, and exploring for uranium deposits worldwide. He has successfully led new project generation from early exploration through discovery on multiple uranium projects and was also part of the discovery team for the Falchani project.

 

About American Lithium

American Lithium is actively engaged in the acquisition, exploration, and development of lithium deposits within mining-friendly jurisdictions throughout the Americas. The company is currently exploring and developing the TLC lithium project located in the highly prospective Esmeralda lithium district in Nevada. TLC is close to infrastructure, 3.5 hours south of the Tesla Gigafactory, and in the same basinal environment as Albemarle’s Silver Peak lithium mine, and several advancing deposits and resources, including Ioneer Ltd.’s (formerly Global Geoscience) Rhyolite Ridge and Cypress Development Corp.’s Clayton Valley Project.

 

About Plateau Energy Metals

Plateau Energy Metals Inc., a Canadian exploration and development company, is enabling the new energy paradigm through exploring and developing its Falchani lithium project and Macusani uranium project in south-eastern Peru, both of which are situated near significant infrastructure.