Lepidico & Desert Lion Energy complete Plan of Arrangement

  • Business combination between Lepidico and Desert Lion Energy completes
  • Lepidico now holds an 80% interest in the highly prospective Karibib Lithium Project which covers approximately 1,000km2
  • Two drill rigs have already arrived at the Karibib Lithium Project and drilling will start imminently
  • Feasibility Study work to integrate the Karibib Lithium Project with the Phase 1 Plant Project Study commenced earlier this week

Lepidico Ltd (ASX:LPD) (“Lepidico” or “Company”) is pleased to announce the completion of the previously announced plan of arrangement (the “Arrangement”), with Desert Lion Energy Inc. (“Desert Lion”) whereby Lepidico has acquired all of the outstanding common shares of Desert Lion for consideration of 5.4 Lepidico ordinary shares for every 1 Desert Lion common share (the “Exchange Ratio”). The Arrangement, which was announced on May 7, 2019, was approved by the Desert Lion’s shareholders at an annual general and special meeting held on June 27, 2019.

Under the terms of the Arrangement, the Company has issued:

a)  571,157,062 new fully paid ordinary shares (“LPD Shares”) to existing Desert Lion shareholders;
b) 39,183,982 new options at exercise prices ranging from $0.02 – $0.35; and
c) 139,797,500 warrants at exercise prices ranging from $0.04 to $0.044.

The outstanding convertible notes of Desert Lion have been adjusted to allow for the acquisition of LPD Shares upon their exercise (reflecting the Exchange Ratio). The Company may therefore issue up to 108,000,000 new LPD Shares upon conversion of the outstanding convertible notes at the election of the holder, on or before 7 December 2020. The issue of these LPD Shares will be made pursuant to the Company’s existing 15% placement capacity under Listing Rule 7.1.

The Company has also issued 76,020,767 new fully paid ordinary shares to certain creditors of Desert Lion in settlement of debt arrangements, which Desert Lion had intended to settle in common shares at the time of the announcement of the Arrangement but which had not been allotted at transaction close.