Scheme of Arrangement – FIRB Approval

Piedmont Lithium Limited (ASX:PLL, NASDAQ:PLL) (Piedmont or Company) refers to its proposed re-domiciliation from Australia to the United States via a Scheme of Arrangement under which Piedmont Lithium Inc. (Piedmont US), a newly formed US Corporation, will acquire Piedmont (Scheme).

Piedmont is pleased to announce that Piedmont US has received confirmation from the Australian Foreign Investment Review Board (FIRB) that the Commonwealth has no objection to the Scheme. The receipt of this ‘no objection letter’ from FIRB satisfies the condition precedent in clause 3.1(a)(iii) of the Scheme Implementation Deed (SID) between Piedmont and Piedmont US, a copy of which was released on the ASX on December 9, 2020.

The Scheme remains subject to a number of outstanding conditions, including Court approval and the satisfaction, or waiver, of other conditions as outlined in the Scheme Booklet and in the SID. This announcement has been authorized for release by the Company’s Company Secretary.

Scheme of Arrangement – Satisfaction of Condition Precedent

Piedmont Lithium Limited (ASX:PLL, NASDAQ:PLL) (Piedmont or Company) refers to Piedmont’s proposed re­ domiciliation from Australia to the United States via a Scheme of Arrangement under which Piedmont Lithium Inc. (Piedmont US), a newly formed US Corporation, will acquire Piedmont (Scheme).

Piedmont is pleased to announce that Piedmont US has received a conditional admission letter from ASX advising that ASX will admit Piedmont US to the official list of ASX and grant official quotation for the securities of Piedmont US, subject to the satisfaction of certain conditions precedent. The receipt of the ASX conditional admission letter satisfies the condition precedent in clause 3.1(e) of the Scheme Implementation Deed (SID) between Piedmont and Piedmont US, a copy of which was released on the ASX on December 9, 2020.

The Scheme remains subject to a number of outstanding conditions, including approval of Piedmont shareholders, FIRB approval, Court approval and the satisfaction, or waiver, of other conditions as outlined in the Scheme Booklet and in the SID. This announcement has been authorized for release by the Company’s Company Secretary.

Scheme Meeting on April 29, 2021

  • Scheme Meeting to be held on Thursday April 29, 2021
  • Piedmont shareholders encouraged to attend Scheme meeting electronically

Piedmont Lithium Limited (ASX:PLL, NASDAQ:PLL) (Piedmont or Company) refers to Piedmont’s proposed re­ domiciliation from Australia to the United States via a Scheme of Arrangement under which Piedmont Lithium Inc. (Piedmont US), a newly formed US Corporation, will acquire Piedmont (Scheme).

Scheme Meeting

Piedmont advises that the meeting of Piedmont shareholders to approve the Scheme will be held in person and electronically on Thursday April 29, 2021 at the Conference Room, Ground Floor, 28 The Esplanade, Perth, Western Australia at 10:00am (AWST) (Scheme Meeting).

Due to the recent restrictions on public gatherings in Western Australia due to the coronavirus (COVID-19) pandemic, the Company advises that the venue for the Scheme Meeting has restrictions on the number of Piedmont shareholders who can physically attend the Scheme Meeting.

Accordingly, Piedmont strongly encourages all Piedmont shareholders to attend the Scheme Meeting electronically.

Participation at the Scheme Meeting electronically enables Piedmont shareholders to view the Scheme Meeting live, ask questions and vote at the Scheme Meeting. Details of how to attend and participate in the Scheme Meeting electronically through the online platform and vote online are contained in the notice of meeting (Notice of Scheme Meeting) included as an annexure to the Supplementary Scheme Booklet released on April 1, 2021, and reproduced below.

Voting online

Shareholders and their proxies, attorneys or corporate representatives may attend the Scheme Meeting online by visiting http://web.lumiagm.com and entering the meeting ID 303-030-820. This online platform will allow shareholders to attend the Scheme Meeting in real time and allow them to vote and ask questions.

Shareholders will need the following information to participate in the Scheme Meeting:

  1. The Meeting ID, which is 303-030-820;
  2. Username: which is your SRN/HIN; and
  3. Password: your password is the postcode registered to your holding if you are an Australian shareholder. Overseas shareholders should refer to the Lumi Online Voting Guide available from www.computershare.com.au/virtualmeetingguide.

Attorneys and corporate representatives of Shareholders will need the username and password of the Shareholder they are representing.

Proxy holders will need to contact Computershare Investor Services on +61394154024 during the two hours before the start of the meeting to receive their unique username and password. Further information regarding participating in the Scheme  Meeting electronically, including browser requirements,  is detailed in the Lumi Online Voting Guide available at www.computershare.com.au/virtualmeetingguide.

Registration will open at least one hour prior to the start of the Scheme Meeting. We recommend logging on to the online platform at least 15 minutes prior to the scheduled start time for the Scheme Meeting. If you require technical assistance please call +61 3 9415 4024.

Further information

If you require further information or have questions, please contact the Piedmont Scheme Information Line on 1300 218 182 (within Australia) or +61 3 9415 4233 (outside Australia) Monday to Friday between 8:30am and 5:00pm (AEDT).

ASX Information Memorandum

Piedmont US has provided the accompanying Information Memorandum to ASX as part of its application to be listed on ASX. This announcement has been authorized for release by the Company’s Company Secretary.

Piedmont Lithium Limited Scheme Booklet

For a scheme of arrangement between Piedmont Lithium Limited and Shareholders in relation to the proposed re-domicile of Piedmont in the United States.

Your Directors unanimously recommend that you VOTE IN FAVOUR of the Scheme.

The Independent Expert has also concluded that the Scheme is in the best interests of Shareholders

This is an important document and requires your immediate attention. You should read this document in its entirety before deciding whether or not to vote in favour of the Scheme. If you are in any doubt as to how to deal with this document, you should consult your financial, legal or other professional adviser immediately.

If you require further information or have questions in relation to the Scheme, please contact the Piedmont Scheme Information Line on 1300 218 182 (within Australia) or +61 3 9415 4233 (outside Australia) Monday to Friday between 8:30am and 5:00pm (AEDT)

Notice of Annual General Meeting/Proxy Form

The Annual General Meeting of the Company will be held at the Conference Room, Ground Floor, 28 The Esplanade, Perth, Western Australia on Wednesday, 25 November 2020 commencing at 10:00am (WST).

This Notice and the accompanying Explanatory Memorandum should be read in its entirety. If Shareholders are in doubt as to how they should vote, they should seek advice from their stock broker, investment advisor, accountant, solicitor or other professional adviser prior to voting. Should you wish to discuss any matter in relation to this Notice please do not hesitate to contact the Company Secretary by telephone on + 61 8 9322 6322.

Shareholders are urged to attend or vote by lodging the Proxy Form enclosed with the Notice.

Letter to Shareholders – Annual General Meeting

Dear Shareholder,

Annual General Meeting – Notice and Proxy Form

Piedmont Lithium Limited (Company) advises that its 2020 Annual General Meeting will be held at the Conference Room, Ground Floor, 28 The Esplanade, Perth, Western Australia on Wednesday, 25 November 2020 at 10am (AWST) (Meeting).

The Board is closely monitoring the rapidly changing coronavirus (COVID-19) pandemic. The health of the Company’s Shareholders, employees and other stakeholders is of paramount importance.

While the Board would like to host all Shareholders in person, in order to minimize the risk to Shareholders and to the Company and its ongoing operations, the Company suggests that Shareholders do not attend the Meeting in person.

Accordingly, the Directors strongly encourage all Shareholders to lodge Proxy Forms prior to the Meeting. The Company advises that a poll will be conducted for each of the resolutions.

The Company will not be sending shareholders a hard copy of the Notice of Meeting (NOM) by post ahead of the Meeting. This approach is consistent with the relief provided by the Australian Treasurer in response to the COVID-19 pandemic.

Instead, the NOM is being made available to shareholders electronically and can be viewed and downloaded online from the Company’s website at https://ir.piedmontlithium.com/asx-announcements and the ASX
announcements platform.

A copy of the Proxy Form is enclosed for your convenience.

The Board will continue to monitor Australian Government restrictions on public gatherings. If it becomes necessary or appropriate to make alternative arrangements to those set out in the NOM, the Company will notify Shareholders accordingly via the Company’s website at www.piedmontlithium.com and the ASX announcements platform.

Yours sincerely,
Greg Swan
Company Secretary

Piedmont Raises A$70 Million to Develop American Lithium Project

Piedmont Lithium Limited (“Piedmont” or “Company”) is pleased to announce that it has successfully completed an underwritten U.S. public offering of 2,000,000 of its American Depositary  Shares (“ADSs”), each representing 100 of its ordinary shares, at an issue price of US$25.00 per ADS, to raise gross proceeds of US$50.0 million (A$70.6 million) (“Offering”).

Evercore ISi, Canaccord Genuity and ThinkEquity, a division of Fordham Financial Management, Inc., acted as joint book-runners for the Offering. Loop Capital Markets and Roth Capital Partners are acting as co-managers for the Offering. Piedmont has agreed to grant the underwriters a 30-day option to purchase up to an additional 300,000 ADSs at the issue price of the Offering.

Proceeds from the offerings will be used to continue development of the Company’s Piedmont Lithium Project, including a definitive feasibility study, testwork, permitting, further exploration drilling and ongoing land consolidation, and for general corporate purposes.

The ADSs, each representing 100 ordinary shares, will be issued under ASX Listing Rule 7.1 (84,467,979 ordinary shares) and Listing Rule 7.1A (115,532,021 ordinary shares) and are expected to be issued on October 23, 2020. The issue price of US$25.00 per ADS (A$0.353 per ordinary share) represents a 13% discount to the 20-day VWAP on ASX of A$0.406.

The Offering is being made pursuant to an effective shelf registration statement that has been filed with the U.S. Securities and Exchange Commission (the “SEC”). A final prospectus supplement related to the offering of the ADSs will be filed with the SEC and made available on the SEC’s website at http://www.sec.gov and on the ASX website.

This press release is not an offer or sale of the securities in the United States or in any other jurisdiction where such offer or sale is prohibited, and such securities may not be offered or sold in the United States absent registration or an exemption from registration under the Securities Act of 1933, as amended.

About Piedmont

Piedmont holds a 100% interest in the Piedmont Lithium Project located within the Carolina Tin­ Spodumene Belt (“TSB”) and along trend to the Hallman Beam and Kings Mountain mines, historically providing most of the western world’s lithium between the 1950s and the 1980s. The TSB has been described as one of the largest lithium provinces in the world and is located approximately 25 miles west of Charlotte, North Carolina. It is a premier location for development of an integrated lithium business based on its favorable geology and easy access to infrastructure, power, R&D centers for lithium and battery storage, major high-tech population centers and downstream lithium processing facilities.

Forward-Looking Statements

This announcement may include forward-looking statements. These forward-looking statements are based on Piedmont’s expectations and beliefs concerning future events. Forward looking statements are necessarily subject to risks, uncertainties and other factors, many of which are outside the control of Piedmont, which could cause actual results to differ materially from such statements. Piedmont makes no undertaking to subsequently update or revise the forward-looking statements made in this announcement, to reflect the circumstances or events after the date of that announcement.

This announcement has been authorized for release by the Company’s President & CEO, Keith D. Phillips.

Proposed Issue of Securities

Entity name: PIEDMONT LITHIUM LTD
Announcement Type: New announcement
Date of this announcement: Thursday October 22, 2020

The Proposed issue is: A placement or other type of issue

Total number of +securities proposed to be issued for a placement or other type of issue

ASX +security code: PLL

+Security description: ORDINARY FULLY PAID

Maximum Number of +securities to be issued: 230,000,000

Proposed +issue date: Friday October 23, 2020

Refer to next page for full details of the announcement