For
immediate release
7 May 2024
REDOMICILIATION UPDATE
European Metals Holdings Limited (ASX & AIM:
EMH) ("European
Metals" or the
"Company") is pleased to advise that it
has been registered as an Australian company
effective from today, 7 May 2024 and will today lodge a notice of intention to discontinue out with the
British Virgin Islands registry ("BVI
Registry").
The Company advised its intention to
redomicile in the announcement to the market on 1 December 2023,
and the proposed redomiciliation was approved by the Company's
Shareholders on 22 December 2023.
Upon filing the Discontinuance
Documents, the BVI Registrar of Corporate Affairs shall issue a
certificate of discontinuance. The certificate of discontinuance
will provide prima facie evidence that all the requirements of the
BVI Business Companies Act in respect of the continuation of a
company under the laws of a foreign jurisdiction have been complied
with, and that the Company was discontinued on the date specified
in the certificate of discontinuance. European Metals will be
domiciled in Australia and will be a company governed under the
Corporations Act 2001
(Cth) ("Australian Continuance"). The
new constitution will replace the existing Articles of Association
of the Company and the Company's registered office will change to
Level 3, 88 William Street, Perth WA 6000.
The Board believes that the
Australian Continuance should lead to substantial cost savings and
improvements in the Company's administration and efficiency of
operations. Additionally, it will remove a potential impediment to
obtaining European development financial assistance for the Cinovec
project.
The redomiciliation will represent a
re-admission to AIM. As a quoted applicant under AIM Rule 2 of the
AIM Rules for Companies, the Company has provided the London Stock
Exchange with the information specified by Schedule One of the AIM
Rules for Companies ("Schedule
One") on the 4th of April
2024, being at least 20 business days before the expected date of
re-admission to AIM. On readmission, the Company confirms its ISIN
as AU000000EMH5 and SEDOL as BSC9SJ5.
Application has been made to the
London Stock Exchange for the readmission of 207,444,705 ordinary
shares of no par value ("Shares"), held as Shares in
Australia and via Depository Interests ("DIs") in the UK, to trading on AIM. It is expected that
readmission will become effective and dealings in the Shares
commence on AIM at 8.00 a.m. on or around 10 May 2024.
To be traded on AIM, securities
including DIs must be able to be held, transferred and settled
electronically through CREST, the UK clearing and settlement
system. Ordinary Shares held on the Australian share register may
be converted on a 1:1 basis into DIs held in CREST on the UK
depositary register and vice versa. The Shares will be listed and
traded on the ASX, with trades settled electronically on the
Australian register through CHESS, the Australian clearing and
settlement system.
ASX
Timetable
As part of the Australian
Continuance, all securityholders who previously held their
securities in the form of CHESS Depositary Interests ("CDIs") will then hold Shares directly
in the Company rather than through the CDI nominee and those Shares
will be tradeable on ASX. Accordingly, all existing CDIs will
be automatically converted on a 1:1 basis into Shares and new
holding statements will be issued in support of the shareholdings
(in replacement for the existing CDI statements). The
relevant ASX timetable is set out below:
Event
|
Business
Day
|
Date
|
Announce migration to
Australia
|
0
|
7 May
2024
|
Last day to reposition pre-migration
securities between the UK DI, BVI share and Australian CDI
registers
|
1
|
8 May
2024
|
Last day for trading on the
Company's CDIs on ASX
|
2
|
9 May
2024
|
Trading in Shares on a deferred
settlement basis commences
|
3
|
10 May
2024
|
Last day for the Company to register
transfers of CDIs
|
4
|
13 May
2024
|
Revocation of trust by CHESS
Depositary Nominees Pty Ltd in accordance with ASX Settlement
Operating Rule 13.5A.1.
|
5 -
7
|
14 - 16
May 2024
|
Conversion of the CDIs to
Shares.
Repositioning of securities between
the UK DI and Australian share registers re-commences
|
8
|
17 May
2024
|
Send statements and notices to
shareholders
Deferred settlement trading
ends.
|
9
|
20 May
2024
|
Note:
the above timetable is indicative only and subject
to change.
This announcement has been approved
for release by the Board.
Capitalised terms used but not defined in this announcement
have the meanings given to them in the Company's announcement
released on 1 December 2023 in respect of the Notice of Annual
General Meeting unless the context provides
otherwise.
CONTACT
For further information on this
update or the Company generally, please visit our website at
www.europeanmet.com
or see full contact details at the end of this
release.
BACKGROUND INFORMATION ON CINOVEC
PROJECT OVERVIEW
Cinovec Lithium Project
Geomet s.r.o. controls the mineral
exploration licenses awarded by the Czech State over the Cinovec
Lithium Project. Geomet has been granted a preliminary mining
permit by the Ministry of Environment and the Ministry of Industry.
The company is owned 49% by EMH and 51% by CEZ a.s. through its
wholly owned subsidiary, SDAS. Cinovec hosts a globally significant
hard rock lithium deposit with a total Measured Mineral Resource of
53.3Mt at 0.48% Li2O, Indicated Mineral Resource of
360.2Mt at 0.44% Li2O and an Inferred Mineral Resource
of 294.7Mt at 0.39% Li2O containing a combined 7.39
million tonnes Lithium Carbonate Equivalent (refer to the Company's ASX/AIM release dated
13 October 2021)
(Resource Upgrade at
Cinovec Lithium Project).
An initial Probable Ore Reserve of 34.5Mt at
0.65% Li2O reported 4 July 2017 (Cinovec Maiden Ore Reserve -
Further Information) has been declared to cover
the first 20 years mining at an output of 22,500tpa of lithium
carbonate (refer to the Company's ASX/AIM release dated
11 July 2018) (Cinovec Production Modelled
to Increase to 22,500tpa of Lithium
Carbonate).
This makes Cinovec the largest hard rock
lithium deposit in Europe and the fifth largest non-brine deposit
in the world.
The deposit has previously had over 400,000
tonnes of ore mined as a trial sub-level open stope underground
mining operation.
On 19 January 2022, EMH provided an update to
the 2019 PFS Update. It confirmed the deposit is amenable to bulk
underground mining (refer to the Company's ASX/AIM release dated 19
January 2022) (PFS Update delivers outstanding results).
Metallurgical test-work has produced both battery-grade lithium
hydroxide and battery-grade lithium carbonate at excellent
recoveries. In February 2023 DRA Global Limited ("DRA") was
appointed to complete the Definitive Feasibility Study
("DFS").
Cinovec is centrally located for European
end-users and is well serviced by infrastructure, with a sealed
road adjacent to the deposit, rail lines located 5 km north and 8
km south of the deposit, and an active 22 kV transmission line
running to the historic mine. The deposit lies in an active mining
region.
The economic viability of Cinovec has been
enhanced by the recent push for supply security of critical raw
materials for battery production, including the strong increase in
demand for lithium globally, and within Europe specifically, as
demonstrated by the European Union's Critical Raw Materials Act
(CRMA).
BACKGROUND INFORMATION ON CEZ
Headquartered in the Czech Republic,
CEZ a.s. is one of the largest companies in the Czech Republic and
a leading energy group operating in Western and Central Europe.
CEZ's core business is the generation, distribution, trade in, and
sales of electricity and heat, trade in and
sales of natural gas, and coal extraction. The foundation of power
generation at CEZ Group are emission-free sources. The CEZ
strategy named Clean Energy for Tomorrow is based on ambitious
decarbonisation, development of renewable sources and nuclear
energy. CEZ announced that it would move forward its climate
neutrality commitment by ten years to 2040.
The largest shareholder of its
parent company, CEZ a.s., is the Czech Republic with a stake
of approximately 70%. The shares of CEZ a.s. are traded on the
Prague and Warsaw stock exchanges and included in the PX and
WIG-CEE exchange indices. CEZ's market capitalization is
approximately EUR 20.3 billion.
As one of the leading Central
European power companies, CEZ intends to develop
several projects in areas of energy storage and battery
manufacturing in the Czech Republic and in
Central Europe.
CEZ is also a market leader for
E-mobility in the region and has installed and operates a network
of EV charging stations throughout Czech Republic. The automotive
industry in the Czech Republic is a significant contributor to GDP,
and the number of EV's in the country is expected to grow
significantly in the coming years.
CAUTION REGARDING FORWARD LOOKING STATEMENTS
Information included in this release
constitutes forward-looking statements. Often, but not always,
forward looking statements can generally be identified by the use
of forward looking words such as "may", "will", "expect", "intend",
"plan", "estimate", "anticipate", "continue", and "guidance", or
other similar words and may include, without limitation,
statements regarding plans, strategies and
objectives of management, anticipated production or construction
commencement dates and expected costs or production
outputs.
Forward looking statements inherently involve known and unknown risks,
uncertainties and other factors that may cause the company's actual
results, performance, and achievements to differ materially from
any future results, performance, or achievements. Relevant factors
may include, but are not limited to, changes in commodity prices,
foreign exchange fluctuations and general economic conditions,
increased costs and demand for production inputs, the speculative
nature of exploration and project development, including the risks
of obtaining necessary licences and permits and diminishing
quantities or grades of reserves, political and social risks,
changes to the regulatory framework within which the company
operates or may in the future operate, environmental conditions
including extreme weather conditions, recruitment and retention of
personnel, industrial relations issues and litigation.
Forward looking statements are based on the company and its management's good
faith assumptions relating to the financial, market, regulatory and
other relevant environments that will exist and affect the
company's business and operations in the future. The company does
not give any assurance that the assumptions on which forward
looking statements are based will prove to be correct, or that the
company's business or operations will not be affected in any
material manner by these or other factors not foreseen or
foreseeable by the company or management or beyond the company's
control.
Although the company attempts and
has attempted to identify factors that would cause actual actions,
events or results to differ materially from those disclosed in
forward looking statements, there may be other factors that could
cause actual results, performance, achievements or events not to be
as anticipated, estimated or intended, and many events are beyond
the reasonable control of the company. Accordingly, readers are cautioned not to place undue reliance
on forward looking statements. Forward looking statements in these
materials speak only at the date of issue. Subject to any
continuing obligations under applicable law or any relevant stock
exchange listing rules, in providing this information the company
does not undertake any obligation to publicly update or revise any
of the forward looking statements or to advise of any change in
events, conditions or circumstances on which any such statement is
based.
WEBSITE
A copy of this
announcement is available from the Company's website at
www.europeanmet.com/announcements/.
ENQUIRIES:
European Metals Holdings Limited
Keith Coughlan, Executive
Chairman
Kiran Morzaria, Non-Executive
Director
Henko Vos, Company
Secretary
|
Tel: +61 (0) 419 996 333
Email: keith@europeanmet.com
Tel: +44 (0) 20 7440 0647
Tel: +61 (0) 400 550 042
Email: cosec@europeanmet.com
|
WH
Ireland Ltd (Nomad & Broker)
James Joyce / Darshan Patel / Isaac
Hooper
(Corporate Finance)
Harry Ansell (Broking)
|
Tel: +44 (0) 20 7220 1666
|
Blytheweigh (Financial PR)
Tim Blythe
Megan Ray
Chapter 1 Advisors (Financial PR - Aus)
David Tasker
|
Tel: +44 (0) 20 7138 3222
Tel: +61 (0) 433 112 936
|
|
|
The information contained
within this announcement is deemed by the Company to constitute
inside information under the Market Abuse Regulation (EU) No.
596/2014 ("MAR") as it forms part of UK domestic law by virtue of
the European Union (Withdrawal) Act 2018 and is disclosed in
accordance with the Company's obligations under Article 17 of
MAR.