Piedmont Lithium, a leading North American supplier of lithium products critical to the U.S. electric vehicle supply chain, and Sayona Mining Limited provide an update in relation to the proposed merger that will combine the two companies to create a leading lithium business.
In November 2024, the companies signed a definitive agreement to merge their businesses into a lithium-focused entity, with Sayona emerging as the ultimate parent company (MergeCo).
The Amendment provides for, among other things, the following:
Sayona seeking Sayona shareholder approval for a reverse stock split to consolidate Sayona’s shares at a ratio of 1-for-150 and, subject to being approved by shareholders, the implementation of the consolidation prior to completion of the Transaction;
an updated exchange ratio of 3.5133 Sayona shares for each Piedmont Lithium ordinary share if the consolidation is approved by Sayona shareholders and effected prior to completion (compared to the previously announced exchange ratio of 527 Sayona shares for each Piedmont Lithium ordinary share to account for the 1-for-150 consolidation);
- that each Sayona American Depository Share (“ADS”) issued in the Transaction will represent 1,500 Sayona shares pre-share consolidation or 10 Sayona shares post-share consolidation;
- Sayona seeking Sayona shareholder approval to change the name of the combined company to Elevra Lithium Limited, the ticker symbol on the ASX to “ELV” and the ticker symbol for the ADSs on the Nasdaq to “ELVR”;
- Sayona seeking ratification by Sayona’s shareholders of the issuance of 1.25 billion Sayona shares in the equity financing completed in November 2024 following the signing of the merger agreement for the Transaction; and
- Sayona seeking the approval of Sayona’s shareholders to increase the total maximum aggregate Directors’ fees payable to Non-Executive Directors after completion of the Transaction to reflect the larger Board composition.
Sayona managing director and CEO Lucas Dow said: “This merger represents an exciting new chapter for our companies, our shareholders and the broader lithium industry.
