Lithium Argentina to Establish Corporate Domicile in Switzerland
November 29 2024 - 8:00AM
Lithium Americas (Argentina) Corp. (“
Lithium
Argentina” or the “
Company”)
(
TSX: LAAC) (
NYSE: LAAC) today
announced its intention to establish corporate domicile in
Switzerland under the new name, Lithium Argentina AG. The move,
which requires shareholder, stock exchange and court approval, is
expected to occur in early 2025.
Lithium Argentina has performed an extensive
review of its businesses and corporate structure. Switzerland, was
determined to be the best jurisdiction from a strategic, commercial
and legal perspective. The move is expected to provide expanded
financing flexibility and support the Company’s current business
and long-term growth plans through access to various markets,
proximity to European customers and an attractive framework for
existing shareholders and future investment.
The redomiciling of the Company is proposed to
be effected by way of plan of arrangement whereby the Company will
be continued from the Province of British Columbia, Canada into the
jurisdiction of the Canton of Zug, Switzerland. The operational
headquarters of the Lithium Argentina group of companies will
become Buenos Aires, Argentina.
Lithium Argentina does not anticipate any
material change to its operations or financial results as a result
of the change of domicile. As part of the new corporate domicile,
the Company plans to change its name to Lithium Argentina AG and
continue the listing of its common shares on the Toronto Stock
Exchange (“TSX”) and the New York Stock Exchange (“NYSE”) under the
new symbol ”LAR”, which will continue to provide shareholders with
the convenience of owning North American listed stock and avoids
any disruption related to changing the listing to other capital
markets. By continuing to trade on North American markets, the
Company will continue to be subject to the public company reporting
requirements under Canadian and U.S. securities laws.
The Company’s partner in the Caucharí-Olaroz
project, GFL International Co. Ltd. (“Ganfeng”), has entered into a
three year standstill agreement with Lithium Argentina pursuant to
which Ganfeng has agreed that it will not, directly or indirectly,
acquire or facilitate the acquisition of a controlling interest in
the Company (subject to customary exceptions).
The continuation is subject to administrative
approvals and the Company is planning to call and hold a special
meeting of shareholders on January 17, 2025 to approve the
continuation and ancillary matters. A management information
circular along with other meeting materials containing detailed
information with respect to the continuation transaction will be
made available to shareholders and filed on SEDAR+ and EDGAR in
December.
ABOUT LITHIUM ARGENTINA
Lithium Argentina is an emerging producer of
lithium carbonate for use primarily in lithium-ion batteries and
electric vehicles. The Company, in partnership with Ganfeng is
ramping up production of the Caucharí-Olaroz lithium brine
operation in Argentina and advancing development of additional
lithium resources in the region. Lithium Argentina currently trades
on the TSX and on the NYSE.
For further information contact:Investor
RelationsTelephone: +1 778-653-8092Email:
Kelly.obrien@lithium-argentina.comWebsite:
www.lithium-argentina.com
FORWARD-LOOKING INFORMATION
This news release contains “forward-looking
information” within the meaning of applicable Canadian securities
legislation and “forward-looking statements” within the meaning of
the United States Private Securities Litigation Reform Act of 1995
(collectively referred to herein as “forward-looking information”).
These statements relate to future events or the Company’s future
performance. All statements, other than statements of historical
fact, may be forward-looking information. Forward-looking
information generally can be identified by the use of words such as
“seek,” “anticipate,” “plan,” “continue,” “estimate,” “expect,”
“may,” “will,” “project,” “predict,” “propose,” “potential,”
“targeting,” “intend,” “could,” “might,” “should,” “believe” and
similar expressions. These statements involve known and unknown
risks, uncertainties and other factors that may cause actual
results or events to differ materially from those anticipated in
such forward-looking information.
In particular, this news release contains
forward-looking information, including, without limitation, with
respect to the following matters or the Company’s expectations
relating to matters such as the intention to establish corporate
domicile in Switzerland, the anticipated benefits of the
redomicile, the approval of the redomicile, the holding of a
special meeting of shareholders, trading of our shares on the
TSX and the NYSE, impacts on operations and financial results,
impacts on day-to-day operations and the continued conduct of our
business.
Forward-looking information does not take into
account the effect of transactions or other items announced or
occurring after the statements are made. Forward-looking
information contained in this news release is based upon a number
of expectations and assumptions and is subject to a number of risks
and uncertainties, including but not limited to those related to:
uncertainties with respect to obtaining all applicable shareholder,
court and regulatory approvals or satisfying other requirements
necessity or desirability of permitting or facilitating the
completion of the transaction; the continued listing on the
TSX and NYSE, being subject to satisfying all conditions prescribed
by the exchanges; there being no guarantee that the redomiciling
will procure the anticipated benefits nor that the expected impacts
will materialize as expected; potential adverse tax consequences
resulting from the transaction; discretion of the Company to
implement the redomicile or not; risks associated with the Company
being governed under a different corporate legal regime post
continuation; change in the rights of shareholders as a result of
the continuation; unforeseen events that could prevent, delay in or
increase in cost of completing the continuation; uncertainties
inherent to feasibility studies and mineral resource and reserve
estimates; global financial markets, general economic conditions,
competitive business environments, and other factors that may
negatively impact the Company’s financial condition; the inability
of the Company to secure sufficient additional financing to develop
the Company’s mineral projects; and all the other risk factors
identified herein and in the Company’s latest annual information
form and in other continuous disclosure filings available on SEDAR+
and EDGAR. All forward-looking statements included in this press
release are qualified by these cautionary statements. The
forward-looking statements contained herein are made as of the date
of this press release and, except as required by applicable law,
the Company does not undertake any obligation to publicly update or
revise any forward-looking statement, whether as a result of new
information, future events or otherwise.
Readers are cautioned that the actual results
achieved will vary from the information provided herein and that
such variations may be material. Consequently, there are no
representations by the Company that actual results achieved will be
the same in whole or in part as those set out in the
forward-looking statements.
This press release does not constitute a
solicitation of any proxy nor the offering of any securities of the
Company.
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