Piedmont Announces Despatch of Scheme Booklet

  • Scheme Booklet available online
  • Scheme meeting to be held in person and online on April 7, 2021

NEW YORK – Piedmont Lithium Limited (ASX:PLL, NASDAQ:PLL)(Piedmont or Company) is pleased to announce that the Scheme Booklet in relation to Piedmont’s proposed re-domiciliation from Australia to the United States via a Scheme of Arrangement (Scheme), has today been despatched to shareholders, including the notice of meeting, personalised proxy form and small parcel holder opt out form.

Piedmont shareholders who have elected to receive communications electronically will receive an email which contains instructions about how to view or download a copy of the Scheme Booklet, as well as instructions on how to lodge their proxies for the meeting online.

Piedmont shareholders who have not elected to receive communications electronically will be sent a letter together with the proxy form for the meeting containing instructions about how to view or download a copy of the Scheme Booklet.

If the Scheme is implemented:

  • Piedmont shareholders will receive one Piedmont US CHESS depositary interest (CDI) for every Piedmont share held on the Scheme record date. Piedmont US’s CDIs will be listed on ASX and holders of Piedmont US CDIs will be able to trade their Piedmont US CDIs on ASX after the implementation of the Scheme; and
  • Piedmont American Depositary Share (ADS) holders will receive one Piedmont US share for every Piedmont ADS held on the Scheme record date. Piedmont US’s shares will be listed on Nasdaq and holders of Piedmont US shares will be able to trade their Piedmont US shares on Nasdaq after the implementation of the Scheme.

Scheme Meeting

The meeting of Piedmont shareholders to approve the Scheme will be held in person and electronically on April 7, 2021 at the Conference Room, Ground Floor, 28 The Esplanade, Perth, Western Australia at 10:00am (AWST) (Scheme Meeting).

Due to the potential health risks associated with large gatherings and the coronavirus (COVID-19) pandemic, the Company has made arrangements for Piedmont shareholders to participate in the Scheme Meeting electronically. Details of how to log in online will be contained in the notice of meeting (Notice of Scheme Meeting).

The Notice of Scheme Meeting is included as an annexure to the Scheme Booklet and a personalised proxy form for the Scheme Meeting will accompany the Scheme Booklet.

All Piedmont shareholders who cannot attend the Scheme Meeting are encouraged to vote either by joining the Scheme Meeting electronically, or by appointing a proxy, corporate representative or attorney to attend the Scheme Meeting or to join the electronic Scheme Meeting on their behalf.

Further information

Piedmont encourages Piedmont shareholders to read the Scheme Booklet in its entirety before deciding whether or not to vote in favour of the Scheme.

If you require further information or have questions, please contact the 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).

This announcement has been authorized for release by the Company’s Chief Executive Officer.

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.

Keith Phillips

President & CEO

T: +1 973 809 0505

E: kphillips@piedmontlithium.com

Brian Risinger

VP – Investor Relations and Corporate Communications

T: +1 704 910 9688

E: brisinger@piedmontlithium.com

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)

Piedmont Lithium: Results of First Court Hearing

  • Supreme Court of Western Australia approves the despatch of the Scheme Booklet
  • Independent expert concludes the Scheme is in the best interests of Piedmont shareholders
  • Piedmont’s directors unanimously recommend that shareholders vote in favour of the Scheme

NEW YORK – Piedmont Lithium Limited (ASX:PLL, NASDAQ:PLL) (Piedmont or Company) is pleased to provide the following update on the status of its proposed re-domiciliation from Australia to the United States via a Scheme of Arrangement (Scheme), under which Piedmont Lithium Inc. (Piedmont US), a newly formed US corporation, will acquire Piedmont.

If the Scheme is implemented:

  • Piedmont shareholders will receive one Piedmont US CHESS depositary interest (CDI) for every Piedmont share held on the Scheme record date. Piedmont US’s CDls will be listed on ASX and holders of Piedmont US CDls will be able to trade their Piedmont US COis on ASX after the implementation of the Scheme; and
  • Piedmont American Depositary Share (ADS) holders will receive one Piedmont US share for every Piedmont ADS held on the Scheme record date. Piedmont US’s shares will be listed on Nasdaq and holders of Piedmont US shares will be able to trade their Piedmont US shares on Nasdaq after the implementation of the Scheme.

First Court Hearing

The Supreme Court of Western Australia (Court) has today made orders approving the despatch of the Scheme Booklet to Piedmont shareholders and has ordered the convening of a meeting of Piedmont shareholders to consider and, if thought fit, approve the Scheme.

Scheme Meeting

Notice is given that the shareholder meeting will be held in person at the Conference Room, Ground Floor, 28 The Esplanade, Perth, Western Australia and electronically on April 7, 2021 at 10:00am (AWST) (Scheme Meeting).

Due to the potential health risks associated with large gatherings and the coronavirus (COVID-19) pandemic, the Company has made arrangements for Piedmont shareholders to participate in and vote at the Scheme Meeting electronically.

All Piedmont shareholders who cannot attend the Scheme Meeting are encouraged to vote either by joining the Scheme Meeting electronically, or by appointing a proxy, corporate representative or attorney to attend the Scheme Meeting or join the electronic Scheme Meeting on their behalf.

Despatch of Scheme Booklet

Piedmont will be despatching the Scheme Booklet (containing information about the Scheme) to shareholders electronically in accordance with the Court orders. No physical copies of the Scheme Booklet will be despatched to shareholders.

The Scheme Booklet will be registered with the Australian Securities and Investments Commission (ASIC) and announced to the market.

Following ASIC registration, the Scheme Booklet will be available for viewing and downloading on the Company’s website at www.piedmontlithium.com and on Piedmont’s platform on the ASX website at www.asx.com.au.

Piedmont shareholders who have elected to receive communications electronically will receive an email which contains instructions about how to view or download a copy of the Scheme Booklet, as well as instructions on how to lodge their proxies for the Scheme Meeting online.

Piedmont shareholders who have not elected to receive communications electronically will be sent a letter, together with the proxy form for the Scheme Meeting and if required, may request from the Company a physical copy of the Scheme Booklet by contacting the Company Secretary by telephone on (08) 9322 6322 (within Australia) or +61 8 9322 6322 (outside Australia).

Piedmont shareholders are also advised that the notice of meeting for the Scheme Meeting is contained in Annexure E of the Scheme Booklet, which contains further details of how to vote on the resolution being considered at the Scheme Meeting.

Independent Expert’s conclusion

The Scheme Booklet includes an Independent Expert’s Report from BDO Corporate Finance Pty Ltd which concludes that Scheme is in the best interests of Piedmont shareholders. BDO’s conclusion should be read in its context with the full Independent Expert’s Report and the Scheme Booklet.

Directors’ recommendation

Piedmont’s directors unanimously recommend that shareholders vote in favour of the Scheme and intend to vote all the Piedmont shares held or controlled by them in favour of the Scheme, subject to the Independent Expert continuing to conclude that the Scheme is in the best interests of Piedmont shareholders.

How to vote at the Scheme Meeting

Piedmont shareholders entitled to vote at the Scheme Meeting can vote:

  • by attending the Scheme Meeting electronically and voting using the instructions below; or
  • by attending the Scheme Meeting physically and voting in person; or
  • by appointing an attorney to attend the Scheme Meeting and vote on their behalf, or, in the case of corporate shareholders, a corporate representative to attend the Scheme Meeting and vote on its behalf; or
  • by appointing a proxy to attend the Scheme Meeting and vote on their behalf, using the proxy form accompanying the Scheme Booklet.

A personalised proxy form accompanies the Scheme Booklet. The proxy form contains details of how to appoint persons and how to sign and lodge the proxy form.

To be valid, proxy forms or electronic voting instructions must be received no later than 48 hours before the commencement of the Scheme Meeting.

Voting online

Piedmont shareholders and their proxies, attorneys or corporate representatives may attend the Scheme Meeting online by visiting http://web.lumiagm.com using meeting ID 303-030-820. This online platform will allow Piedmont 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:

  • the Meeting ID which is 303-030-820;
  • Username: which is your SRN/HIN; and
  • 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 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.

Voting by proxy

You can appoint a proxy by voting online or by completing the proxy form and returning it to Piedmont by one of the following methods:

  • Mail, using reply-paid envelope (only for use in Australia), to:

    Computershare Investor Services Pty Ltd

    GPO Box 1282

    Melbourne VIC 3000

    Australia

  • Mobile voting:

    Scan the QR Code on your Proxy form and follow the prompts.

  • Custodian voting:

    For Intermediary Online subscribers only (custodians) please visiting www.intermediaryonline.com to submit your voting intentions.

  • Fax to:

    In Australia: 1800 783 447

    From outside of Australia: +61 3 9473 2555

To be valid, proxy forms must be received no later than 48 hours before the commencement of the Scheme Meeting.

Further information

Piedmont encourages Piedmont shareholders to read the Scheme Booklet in its entirety before deciding whether or not to vote in favour of the Scheme at the Scheme Meeting.

If you require further information or have questions, please contact the please contact the Piedmont Scheme Information Line on 1300 218182 (within Australia) or +61 3 9415 4233 (outside Australia) Monday to Friday between 8:30am and 5:00pm (AEDT).

This announcement has been authorized for release by the Company’s Chief Executive Officer.

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.

Keith Phillips

President & CEO

T: +1 973 809 0505

E: kphillips@piedmontlithium.com

Brian Risinger

Vice President – Corporate Communications and Investor Relations

T: +1 704 910 9688

E: brisinger@piedmontlithium.com

Leading Minerals Executive Joins Piedmont Board

NEW YORK – Piedmont Lithium Limited (“Piedmont” or “Company“) is pleased to announce that experienced mining company executive Mr. Todd Hannigan has been appointed as Non-Executive Director of the Company, effective from today.

Mr. Hannigan was formerly the Chief Executive Officer of Aston Resources Limited (“Aston”). During this period, he led the growth of Aston into one of Australia’s largest publicly listed resources companies. Aston raised approximately $2 billion in funding to acquire and develop the Maules Creek coal project through to first production. Aston merged with Whitehaven Coal Limited in a deal valued at over A$5 billion.

In January 2021, Mr. Hannigan was appointed non-executive Chairman of Tao Commodities Limited, which is developing the ‘critical mineral’ Titan Project, a rare earth, titanium and zircon rich project in Tennessee, United States.

Mr. Hannigan will bring extensive industry knowledge, leadership and corporate relationships with a focus on battery and advanced manufacturing materials that will greatly benefit the Company as it progresses its exciting Piedmont Lithium Project in North Carolina, USA.

Jeff Armstrong, Independent Chairman of Piedmont, commented: “Todd is an outstanding addition to our Board and will add valuable leadership and experience. Todd is a large shareholder in Piedmont which is a testament to the quality of our Piedmont Lithium Project. Based in Australia, Todd will serve as an independent director and provide support for our continued ASX listing (via Chess Depositary Interests or “CDIs”) following our proposed re-domiciliation from Australia to the United States this year.”

Click here to view the full ASX Announcement.

Keith Phillips

President & CEO

T: +1 973 809 0505

E: kphillips@piedmontlithium.com

Brian Risinger

VP – Corporate Communications and Investor Relations

T: +1 704 910 9688

E: brisinger@piedmontlithium.com

Piedmont Lithium Limited: December 2020 Quarterly Report

NEW YORK – Piedmont Lithium Limited (ASX: PLL; NASDAQ: PLL) (“Piedmont” or “Company”) is pleased to present its December 2020 quarterly report.

This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20210129005078/en/

Piedmont Lithium Project Located within the TSB (Photo: Business Wire)

Piedmont Lithium Project Located within the TSB (Photo: Business Wire)

Highlights during and subsequent to the quarter were:

  • Commenced a definitive feasibility study (“DFS”) for Piedmont’s planned 160,000 t/y spodumene concentrate operation in North Carolina led by Primero Group and Marshall Miller & Associates with a planned completion date in mid-2021;
  • Expanded drill programs by an additional 25,000 meters using five drill rigs with the intention of updating the Company’s Mineral Resource estimates on the Central and Core properties in the first half of 2021 in advance of completing the DFS for its planned spodumene concentrate operations;
  • Received key permit for Piedmont’s planned 22,700 t/y lithium hydroxide plant in Kings Mountain, North Carolina, comprising a Title V Air Permit from the North Carolina Department of Environmental Quality’s Division of Air Quality authorizing construction and operations of the planned lithium hydroxide plant;
  • Launched a pilot-scale testwork program at SGS Canada to produce a bulk sample of spodumene concentrate from a 50t bulk sample collected from the Company’s Core property in early 2020;
  • Substantially increased the Company’s land position within the Carolina Tin-Spodumene Belt to 2,322 acres including highly prospective properties contiguous to or in the near vicinity of the Company’s Core property;
  • Commenced process to re-domicile Piedmont from Australia to the United States via a Scheme of Arrangement subject to shareholder, regulatory, and court approval. If the Scheme is approved the Company’s primary listing will move from the Australian Securities Exchange (“ASX”) to Nasdaq Capital Market and the Company will retain an ASX listing via Chess Depositary Interests;
  • Entered into agreements to acquire a 19.9% interest in Sayona Mining Limited (“Sayona”) through shares and convertible notes. Piedmont will also purchase a 25.0% stake in Sayona’s 100% owned Quebec subsidiary, Sayona Quebec Inc (“Sayona Quebec”). Sayona Quebec owns the Authier lithium project, the highly prospective Tansim lithium project, and is pursuing a bid to acquire Quebec-based North American Lithium’s assets out of bankruptcy;
  • Piedmont and Sayona Quebec have also entered into a binding SC6 supply agreement pursuant to which Sayona Quebec will supply to Piedmont the greater of 60,000 t/y or 50% of Sayona Quebec’s spodumene concentrate production at market prices on a life-of-mine basis;
  • Expanded the Company’s senior management team through the addition of Ms. Malissa Gordon – Community and Government Relations, Mr. Jim Nottingham – Senior Project Manager Concentrate Operations, Mr. Pratt Ray – Production Manager – Chemical Operations, and Mr. Brian Risinger – Vice President Corporate Communications and Investor Relations;
  • Completed of a U.S. public offering of 2,300,000 of Piedmont’s American Depositary Shares (“ADSs”), with each ADS representing 100 of Piedmont’s ordinary shares, including full exercise of the underwriters’ option, at an issue price of US$25.00 per ADS, to raise gross proceeds of US$57.5 million (A$81.2 million); and
  • Following successful completion of the U.S. public offering, the Company repaid 100% of the Paycheck Protection Program funds received by the Company in May 2020. 

Keith D. Phillips, President and CEO of Piedmont, commented:

“It is an exciting time for the battery materials industry in North America. Our North Carolina location places us in an ideal position to play a pivotal role in helping power North America’s electric vehicle and clean energy storage revolutions.

“Recent activity in the US battery materials equity markets validates our efforts to re-domicile Piedmont, and we look forward to completing the work moving our primary listing to Nasdaq, while maintaining a secondary Australian listing.

“Following our highly successful equity offering in October, Piedmont enters 2021 with a strong balance sheet that will enable the Company to meet its development objectives for the coming year. Our expanded team continues to do a great job on the ground in North Carolina in mineral exploration, metallurgical testwork, technical studies, and permitting that may make it possible for Piedmont to begin construction of our project by the end of this year. We expect 2021 will be a pivotal year for Piedmont Lithium, and we are excited about the months ahead.”

To view the ASX Release, please click here.

For further information, contact:

Keith Phillips

President & CEO

T: +1 973 809 0505

E: kphillips@piedmontlithium.com

Brian Risinger

Vice President – Corporate Communications and Investor Relations

T: +1 704 910 9688

E: brisinger@piedmontlithium.com

Piedmont Enhances Senior Management Team

NEW YORK – Piedmont Lithium Limited (“Piedmont” or “Company“) is pleased to announce the additions of Ms. Malissa Gordon, Mr. Jim Nottingham, Mr. John “Pratt” Ray, and Mr. Brian Risinger, as senior members of the Company’s management team. The appointments come as Piedmont progresses its integrated lithium hydroxide project in North Carolina toward construction later in 2021, advances its plans to redomicile the Company’s primary listing to the United States, and assumes a higher profile in the clean energy sector through its involvement in forward-thinking organizations such as the Zero Emission Transportation Association in partnership with organizations such as Tesla, Uber, Albemarle, Lithium Americas, and others.

Ms. Gordon joined Piedmont in 2020 as Manager – Community and Government Relations. Malissa most recently spent over 12 years with the Gaston County (North Carolina) Economic Development Commission. Ms. Gordon brings deep local roots to the Piedmont team with strong connections to community leaders, non-profit and business organizations. Ms. Gordon received her BS in Corporate Communications from Western Carolina University.

Mr. Nottingham has joined Piedmont as Senior Project Manager – Concentrate Operations. Jim brings extensive project management, construction, mine management and process plant operations management experience to Piedmont from his 30+ years’ operating in the mining industry. Mr. Nottingham received his BS in Mining and Mineral Engineering from West Virginia University.

Mr. Ray joined Piedmont in 2020 as Production Manager – Chemical Operations. Pratt has deep experience in the production of lithium hydroxide and carbonate, both from spodumene and brine sources, having spent almost 30 years in production and operating roles at Livent’s Bessemer City, North Carolina lithium chemical facility.

Mr. Risinger has joined Piedmont as Vice President – Corporate Communications and Investor Relations. Brian has over 20 years’ experience in similar roles, having served most recently as director of marketing, corporate communications, and investor relations for Sonoco Products Company, one of the world’s largest paper and packaging companies. Mr. Risinger is a graduate of the Darla Moore School of Business at The University of South Carolina.

Keith D. Phillips, President and Chief Executive Officer, commented: “I am excited that Malissa, Jim, Pratt, and Brian have chosen to join the Piedmont team. Malissa will enhance our outreach and relationships within our North Carolina community. Jim’s experience both building and operating mines and processing plants will be pivotal as Piedmont transitions from technical studies to implementation. Pratt brings to the Piedmont team years of practical lithium hydroxide production operational know-how of which few others can claim. Brian is a highly experienced investor and public relations executive who will improve Piedmont’s communication with the investing and media communities.

“2021 is a pivotal year for Piedmont, and the addition of these experienced professionals is the next logical step in the evolution of our Company and brings us closer to our goal of becoming a domestic producer of lithium hydroxide for the North American battery materials market.”

To view the full ASX Announcement, click here.

Keith Phillips

President & CEO
T: +1 973 809 0505

E: kphillips@piedmontlithium.com

Brian Risinger

VP – Corporate Communications and Investor Relations

T: +1 704 910 9688

E: brisinger@piedmontlithium.com

Piedmont Lithium Announces Strategic Investment in Quebec Hard-Rock Lithium Developer Sayona Mining

  • US$12 million investment to acquire 19.9% of Sayona Mining Limited and 25.0% of Sayona Quebec
  • Binding supply agreement for 50% of Sayona Quebec’s spodumene concentrate production
  • Geographic diversification into a world-class mining jurisdiction with large resource base
  • Piedmont positioned to become a major producer of lithium hydroxide from internal and 3rd party spodumene

NEW YORK – Piedmont Lithium Limited (“Piedmont” or “Company“) is pleased to announce that it has entered into agreements (“Agreements”) to establish a strategic partnership with Sayona Mining Limited (“Sayona”) (ASX:SYA) through the purchase of equity stakes in Sayona and its 100% owned Quebec subsidiary, Sayona Quebec Inc (“Sayona Quebec”), as well as a binding supply agreement for at least 50% of Sayona Quebec’s planned spodumene concentrate production.

Piedmont will acquire an initial 9.9% equity interest in Sayona for approximately US$3.1 million (“Share Placement“) and two unsecured convertible notes (“Convertible Notes“) for approximately US$3.9 million that upon conversion would result in Piedmont acquiring an additional 10.0% equity interest in Sayona. Piedmont will appoint one director to Sayona’s Board of Directors. Piedmont will also purchase a 25.0% stake in Sayona Quebec for approximately US$5.0 million in cash (“Project Investment“). Sayona Quebec owns the DFS-level Authier lithium project, the highly prospective Tansim lithium project, and is pursuing a bid to acquire Quebec-based North American Lithium’s (“NAL“) assets.

Piedmont and Sayona Quebec have also entered into a binding spodumene concentrate (“SC6“) supply agreement (“Supply Agreement“) pursuant to which Sayona Quebec will supply to Piedmont the greater of 60,000 t/y or 50% of Sayona Quebec’s SC6 production at market prices on a life-of-mine basis.

The Share Placement and issue of the Convertible Notes are expected to close the week of January 11, 2021 with the Project Investment expected to close in February 2021. Material terms of the Agreements are included in the Summary of Transaction Terms at the end of this announcement.

Keith D. Phillips, President and Chief Executive Officer, commented: “Piedmont’s partnership with Sayona will provide multiple benefits. Sayona has high quality asset in a favorable location, and the investments are being made at an attractive valuation. The investments are additive to Piedmont from a resources and reserves perspective, and the spodumene supply agreement will offset our Tesla commitments in the near term and position us for longer term growth in lithium hydroxide production. Furthermore, Sayona’s pursuit of the brownfield assets of NAL offers a unique regional consolidation opportunity.

“Quebec is poised to become an important lithium hydroxide production center given its abundant mineral resources, low-cost, sustainable hydro-electric power, proximity to major US and European electric vehicle markets, and pro-electrification stance of provincial leaders. Sayona’s assets are favorably located in the Val-d’Or region of central Quebec, home to major mining concerns and proximate to first-class infrastructure. Sayona’s core Authier project is well-advanced, with reserves declared and DFS complete, the nearby Tansim project offers strong exploration potential, and the regional consolidation opportunities including NAL are intriguing.”

“This is a very exciting step for Piedmont. We look forward to supporting Sayona’s team as they drive day-to-day activities in Quebec, while Piedmont’s team focuses on its core interests in North Carolina. 2021 will be an important year for our Piedmont Lithium Project, as we plan to expand our mineral resources, finalize permitting, execute additional lithium offtake agreements, complete an integrated definitive feasibility study, and secure strategic project financing. We are fortunate to have a strong balance sheet to comfortably fund the Sayona investments without compromising our aggressive plans in North Carolina.”

About Sayona Mining

Sayona Mining Limited (ASX:SYA; OTC:DMNXF) is an emerging lithium miner, with projects in Québec, Canada and Western Australia. In Québec, Sayona is progressing a bid for the North American Lithium mine with the backing of a world-class advisory team, while advancing its flagship Authier Lithium Project and its emerging Tansim Project. In Western Australia, the Company holds a large tenement portfolio in the Pilbara region prospective for gold and lithium. For more information, please visit www.sayonamining.com.au.

About Piedmont Lithium

Piedmont Lithium Limited (ASX:PLL; Nasdaq:PLL) holds a 100% interest in the Piedmont Lithium Project, a pre-production business targeting the production of 160,000 t/y of spodumene concentrate and the manufacture of 22,700 t/y of battery quality lithium hydroxide in North Carolina, USA to support electric vehicle and battery supply chains in the United States and globally. Piedmont’s premier southeastern USA location is advantaged by favorable geology, proven metallurgy and easy access to infrastructure, power, R&D centers for lithium and battery storage, major high-tech population centers and downstream lithium processing facilities. Piedmont has reported 27.9Mt of Mineral Resources grading at 1.11% Li2O located within the world-class Carolina Tin-Spodumene Belt (“TSB”) and along trend to the Hallman Beam and Kings Mountain mines, which historically provided 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.

Summary of Transaction Terms

Share Placement

Subscriber

Piedmont Lithium Limited (ASX:PLL)

Issuer

Sayona Mining Limited (ASX:SYA)

No. of Securities

336,207,043 shares

Subscription Price

US$0.0092 per share (aggregate of US$3,093,104.80)

Board Representation

For so long as the Subscriber holds voting power of at least 9% in the Issuer, the Subscriber will have the right to appoint one person as a non-executive director of the Issuer

Other

For so long as the Subscriber holds voting power of at least 9% the Issuer must not issue shares (other than a pro-rata offer of shares to all shareholders on the same terms in which the Subscriber is entitled to participate) without the Subscriber’s prior written consent

Convertible Notes

Subscriber

Piedmont Lithium Limited (ASX:PLL)

Issuer

Sayona Mining Limited (ASX:SYA)

No. of Securities

  • One Tranche A convertible note (convertible into 342,873,866 shares)
  • One Tranche B convertible note (convertible into 81,100,000 shares, subject to Issuer shareholder approval)

Term

5 years

Subscription Price and Face Value

  • Tranche A convertible note – US$3,154,439.57
  • Tranche B convertible note – US$746,120.00

Interest

No interest is payable on convertible notes if completion of the Project Investment occurs

Security

Unsecured

Conversion Price

US$0.0092 per share

Conversion

The Subscriber can convert the convertible notes at any time during the Term, provided that the Subscriber must immediately convert the convertible notes if completion of the Project Investment occurs (and Issuer shareholder approval has been obtained in relation to the conversion of the Tranche B convertible note).

Project Investment

Buyer

Piedmont Lithium Limited (or its nominee)

Seller

Sayona Mining Limited (ASX:SYA)

Sale and Purchase

The Seller agrees to sell, and the Buyer agrees to buy, 25% of the Seller’s 100% interest in Sayona Quebec Inc. which holds the rights to the Authier and Tansim lithium projects

Consideration

US$5,006,335.64

Conditions

Completion is conditional on the following conditions precedent which are for the benefit of the Buyer and can only be waived by the Buyer:

(a) Seller shareholder approval being obtained for the conversion of Tranche B convertible note;

(b) completion of due diligence to the satisfaction of the Buyer;

(c) execution of a shareholders agreement in relation to the Seller;

(d) no material adverse change; and

(e) other customary conditions.

Other

Customary representations, warranties and pre-completion obligations

Supply Agreement

Buyer

Piedmont Lithium Carolinas, Inc., a wholly-owned subsidiary of Piedmont

Seller

Sayona Quebec Inc.

Product

Spodumene concentrate containing 6.0% Li2O grade (dry basis)

Quantity

60,000 dry metric tonnes (“dmt“) per year or 50% of Seller’s production, whichever is greater

Term

Life-of-mine

Price

Market pricing (based on an average price for CIF China Price (US$) for 6.0% SC6 dry basis) with a minimum price of US$500/t and a maximum price of US$900/t on a delivered basis to the Buyer’s planned lithium hydroxide plant in North Carolina

Conditions

Buyer and Seller agreeing to a start date for Product deliveries between July 2023 and July 2024 based on the development schedules of both parties

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.

Cautionary Note to United States Investors Concerning Estimates of Measured, Indicated and Inferred Resources

The Project’s Core property Mineral Resource of 25.1Mt @ 1.13% Li2O comprises Indicated Mineral Resources of 12.5Mt @ 1.13% Li2O and Inferred Mineral Resources of 12.6Mt @ 1.04% Li2O. The Central property Mineral Resource of 2.80Mt @ 1.34% Li2O comprises Indicated Mineral Resources of 1.41Mt @ 1.38% Li2O and 1.39Mt @ 1.29% Li2O. The information contained in this announcement has been prepared in accordance with the requirements of the securities laws in effect in Australia, which differ from the requirements of U.S. securities laws. The terms “mineral resource”, “measured mineral resource”, “indicated mineral resource” and “inferred mineral resource” are Australian terms defined in accordance with the 2012 Edition of the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (the “JORC Code”). However, these terms are not defined in Industry Guide 7 (“SEC Industry Guide 7”) under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”), and are normally not permitted to be used in reports and filings with the U.S. Securities and Exchange Commission (“SEC”). Effective January 1, 2021, the SEC has adopted amendments to its disclosure rules to modernize the mineral property disclosure requirements for issuers whose securities are registered with the SEC under the Exchange Act and as a result, the SEC now recognizes estimates of “measured mineral resources”, “indicated mineral resources” and “inferred mineral resources”. In addition, the SEC has amended its definitions of “proven mineral reserves” and “probable mineral reserves” to be “substantially similar” to the corresponding definitions under the JORC Code. However, information contained herein that describes Piedmont’s mineral deposits may not be comparable to similar information made public by U.S. companies subject to reporting and disclosure requirements under the U.S. federal securities laws and the rules and regulations thereunder. U.S. investors are urged to consider closely the disclosure in Piedmont’s Form 20-F, a copy of which may be obtained from Piedmont or from the EDGAR system on the SEC’s website at http://www.sec.gov/.

Competent Persons Statement

The information in this announcement that relates to Exploration Results, Metallurgical Testwork Results, Exploration Targets, Mineral Resources, Concentrator Process Design, Concentrator Capital Costs, Concentrator Operating Costs, Mining Engineering and Mining Schedule is extracted from the Company’s ASX announcements dated July 23, 2020, May 26, 2020, June 25, 2019, April 24, 2019, and September 6, 2018 which are available to view on the Company’s website at www.piedmontlithium.com. Piedmont confirms that: a) it is not aware of any new information or data that materially affects the information included in the original ASX announcements; b) all material assumptions and technical parameters underpinning Mineral Resources, Exploration Targets, Production Targets, and related forecast financial information derived from Production Targets included in the original ASX announcements continue to apply and have not materially changed; and c) the form and context in which the relevant Competent Persons’ findings are presented in this report have not been materially modified from the original ASX announcements.

This announcement has been authorized for release by the Company’s Board of Directors.

Keith Phillips

President & CEO

T: +1 973 809 0505

E: kphillips@piedmontlithium.com

Brian Risinger

VP – Investor Relations and Corporate Communications

T: +1 704 910 9688

E: brisinger@piedmontlithium.com