Results of Second Court Hearing
BRISBANE, Dec. 21, 2023 - Allkem Ltd. (ASX and TSX: AKE, "Allkem") refers to the proposed merger of equals between Allkem and Livent Corporation ("Livent"), ("Transaction").
Allkem is pleased to announce that the Federal Court of Australia ("Court") has today made orders approving the proposed scheme of arrangement pursuant to which Arcadium Lithium plc ("Arcadium Lithium") will acquire 100% of the shares in Allkem ("Scheme") in connection with the Transaction.
Lodgement of Court Orders and Suspension of Trading
Allkem expects to lodge an office copy of the Court's orders with the Australian Securities and Investments Commission tomorrow, 21 December 2023, at which time the Scheme will become legally effective.
If this occurs, Allkem expects that Allkem shares will be suspended from trading on ASX at the close of trading on 21 December 2023 (AEDT) and on TSX at 4:00 pm (Toronto time) on 21 December 2023.
Quotation and trading of Scheme Consideration
Arcadium Lithium CDIs are expected to commence trading on ASX on a deferred settlement basis on 22 December 2023, and on a normal (T+2) settlement basis on 5 January 2024.1
Arcadium Lithium shares are expected to commence trading on the New York Stock Exchange on 4 January 2023.
Scheme Timetable
The key remaining dates expected for the Transaction are set out below.
| Event | Date / time | |
| 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:
| Principal Register Shareholders: 5:00 pm (AEDT) on 20 December 2023 Canadian Register Shareholders: 5:00 pm (Toronto time) / 10:00 pm (UTC) on 20 December 2023 | |
| Arcadium Lithium admitted to the official list of ASX | 21 December 2023 | |
| Effective Date | 21 December 2023 | |
| Suspension of Allkem Shares from trading on ASX | Close of trading on 21 December 2023 (AEDT) | |
| Suspension of Allkem Shares from trading on TSX | 4:00 pm (Toronto time) / 9:00 pm (UTC) on 21 December 2023 | |
| Arcadium Lithium CDIs to commence trading on ASX on a deferred settlement basis | 22 December 2023 | |
| Record Date for determining entitlements to receive Scheme Consideration | 7:00 pm (AEDT) on 27 December 2023 | |
| Scheme Implementation Date | 4 January 2024 | |
| US Merger Effective Time | 4 January 2024 (New York time) | |
| Last day of deferred settlement trading for Arcadium Lithium CDIs | 4 January 2024 | |
| Arcadium Lithium Shares anticipated to commence trading on NYSE | 9:30 am (New York time) on 4 January 2024 | |
| Despatch of holding statements for Arcadium Lithium CDIs | 5 January 2024 | |
| Arcadium Lithium CDIs to commence trading on ASX on a normal settlement basis | 10:00 am (AEDT) on 5 January 2024 | |
| Expected date for Allkem to be delisted from ASX | Close of trading on 5 January 2023 (AEDT) | |
| Expected date for Allkem to be delisted from TSX | Close of trading on 5 January 2024 (Toronto time) | |
| First settlement of deferred settlement and normal settlement trading of Arcadium Lithium CDIs | 9 January 2024 |
Note: All references to time above are references to AEDT (Sydney time), unless otherwise specified.
All dates are indicative only and Allkem reserves the right to vary the times and dates set out above. Any changes to the above timetable will be announced through ASX, filed under Allkem's profile on SEDAR+ and notified on www.allkem.co.
This release was authorised by the Board of Directors of Allkem Ltd..
| Allkem Ltd. ABN 31 112 589 910 Level 35, 71 Eagle St Brisbane, QLD 4000 | Investor Relations & Media Enquiries Andrew Barber M: +61 418 783 701 E: Andrew.Barber@allkem.co Phoebe Lee P: +61 7 3064 3600 E: Phoebe.Lee@allkem.co | Connect 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.
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1 It is the responsibility of Allkem shareholders who will receive Arcadium Lithium CDIs under the Scheme to confirm their holdings of Arcadium Lithium CDIs before they trade them. Allkem shareholders who sell Arcadium Lithium CDIs before they receive their holding statements or confirm their holdings do so at their own risk. Further details in relation to deferred settlement trading of Arcadium Lithium CDIs is set out in the Scheme Booklet in section 3.2(e).