EMERALD PARK: Arizona Lithium Limited (AZL) has agreed to acquire, directly or indirectly through a subsidiary, all of the issued and outstanding common shares of Prairie Lithium for total consideration of approximately C$70.6 million, consisting of C$40.0 million in cash and 500 million common shares of AZL at a deemed price of C$0.0612 per share.

The transaction is expected to close on or about February 28, 2023, subject to various closing conditions, including required securityholder and regulatory approvals.

The acquisition agreement contains customary representations and warranties of each party and interim operational covenants by Prairie Lithium.

The acquisition agreement also provides for, among other things, customary support and non-solicitation covenants by Prairie Lithium, subject to a “fiduciary out” for unsolicited “superior proposals” in favour of Prairie Lithium and a provision for the right to match any superior proposals in favour of AZL.

Prairie Lithium is the owner of a lithium project located in the Williston Basin of Saskatchewan, Canada, and a proprietary lithium extraction process technology that selectively removes lithium from Brine.

Prairie Lithium’s projects hold the highest quality inferred lithium brine resource in Canada discovered to date, with 4.1MT LCE total inferred resources at 111 mg/L Li. Located in one of the world’s top mining friendly jurisdictions, the projects have easy access to key infrastructure including electricity, natural gas, fresh water, paved highways and railroads.

The projects also aim to have strong environmental credentials which should result in less use of freshwater, land and waste, aligning with AZL’s sustainable approach to lithium development.