SensOre Ltd (“SensOre” or the “Company)” is pleased to announce the acquisition of a 70% stake in Exploration Ventures AI Pty Ltd (“EVAI”) that it did not previously own, which includes the highly prospective Abbotts North lithium project.
The acquisition of a 70% stake in EVAI by its joint venture partner Deutsche Rohstoff AG is for 34.3 million shares in SensOre. If the acquisition and issuance of $3 million of shares described below (collectively, the “Lithium Transactions”) are approved by SensOre’s stockholders, Deutsche Rohstoff will hold 19.9% of SensOre. The acquisition includes three tranches of options. Series 1 consists of 6 million options exercisable at $0.075; series 2 consists of 8 million options exercisable at $0.088; and Series 3 consists of 12 million options exercisable at $0.100. All tranches have a validity period of 3 years from the date of issuance.
Deutsche Rohstoff AG’s Geology Vice President, Ms. Anja Ehser, will join the board as a non-executive director, subject to shareholder approval.
A $3 million strongly backed placement for institutional and seasoned investors
SensOre is also pleased to announce that it has received binding commitments of $3 million from new and existing institutional and advanced investors for the future exploration-focused company in a position led by PAC Partners Securities Pty Ltd (Pac Partners). If the placement is approved by shareholders, the new shareholders will own 34%. The funds will be used to advance early drilling at Abbotts North and the company’s portfolio of lithium assets, including Montague, Yalgoo and Gecko North.
PAC Partners is acting as lead manager and bookrunner of the placement (“Lead Manager”). The lead manager has the right to receive 7.5 million options exercisable at 10.5c expiring in three years (subject to approval by shareholders at the General Meeting); and a 6% levy (plus GST where applicable) payable on the gross proceeds raised from the Placing.
Strategic changes – SensOre will change its name to Premier1 Lithium
SensOre will spin off its technology assets (the “Demerger Transaction”). The acquisition of EVAI and the disposition above are subject to the technology spin-off occurring. Subject to shareholder approval, SensOre has committed to spin off the technology assets by January 31. SensOre has attracted significant interest from a number of strategic investors in the technology company.
As a consequence of the acquisition and separation, SensOre intends to rebrand to Premier1 Lithium.
In addition, the board decided to reduce the number of directors to three (3), a number better suited to the new strategic direction. As a result, Mr Robert Peck AM, Mr Adrian Manger, Mr Anthony O’Sullivan and Mr Robert Rowe have indicated their intention to tender their resignations.
The Lithium Transactions and the Split Transaction depend directly or indirectly on the following:
(a) Stockholder Approval of the Separation of Technology Assets by Distribution in the Specific Case and Capital Reduction; the issuance of shares to Deutsche Rohstoff AG for 70% of EVAI; and the issue of placement shares;
(b) SensOre receives binding commitments of at least $3 million in the Placing;
(c) Regulatory and ASX Approvals; and
(d) Completion of the Separation.
If any of the pre-conditions are not met, the lithium transactions and split transaction may not be able to proceed in the current time frame. In the event that shareholders do not approve the transaction or third parties do not extend the time frames in the agreements (in the event that time extensions are required), the lithium transactions and the separation transaction will not proceed.
ASX and regulatory approvals
SensOre will seek advice from the ASX on the application of the relevant listing rules and the listing of S3N on the ASX following the demerger will be subject to receipt of the relevant confirmations from the ASX.
SensOre is pleased to inform you that it has received an exemption from Listing Rule 7.24A, which allows escrow shareholders to participate in the in-specie distribution, provided that the shares distributed in-specie are subject to the same escrow period expiring on February 11. 2024
SensOre General Meeting of Shareholders
SensOre will issue a notice of meeting to secure the stockholder approvals necessary to give effect to these transactions. The meeting is expected to be held on or about 17 January 2024. Notice of the meeting will be sent to shareholders by 19 December 2023, which is more than 28 days before the date of the general meeting.
This article includes content from SensOre licensed for publication on Investing News Australia. This article does not constitute financial product advice. It is your responsibility to do your due diligence before acting on the information provided here. Please see our full disclaimer here.