MetalsTech Withdrawal of Certain Shareholder Resolutions

MetalsTech General Meeting of Shareholders – 6 April 2018 Update

MetalsTech Limited (MTC or the Company) would like to update its shareholders in relation to the upcoming General Meeting of the Company, which is due to occur at 11.00 am (WST) on 6 April 2018. The Company has resolved to withdraw Resolutions 9 through 12 (inclusive).

Resolution 9, 10 and 11 were in relation to the issue of Performance Rights to certain Directors of the Company. These resolutions have been withdrawn and a new set of resolutions will be put to shareholders at a subsequent shareholders meeting, expected to take place in May 2018. In that meeting, updated performance rights hurdles, which reflect the new corporate strategy will be considered by shareholders.

The purpose of Resolution 12 was to allow shareholders to vote on the sale of the Bay Lake Cobalt Project to iCobalt Limited. The Company has recognised the strategic value of retaining 100% of the cobalt assets and as such has elected to withdraw Resolution 12, thereby defining a new corporate strategy. An expanded technical management team and a restructured board of directors will be implemented allowing MetalsTech to emerge as a focused cobalt and lithium exploration and development company.
The effect of the withdrawal of the above resolutions will be that shareholders will no longer be asked to vote on these resolutions. All other business of the meeting remains unchanged.

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MTC Cleansing Statement Notice

Cleansing Statement

On 4 April 2018, MetalsTech Limited (ASX: MTC) (MetalsTech or the Company) issued an Appendix 3B for the issue and quotation of shares (Shares). The Shares were issued as part of a class of securities quoted on the ASX.

MetalsTech gives notice pursuant to Section 708A(5)(e) of the Corporations Act.

The Shares were issued without disclosure to the recipient under Part 6D.2, in reliance on Section 708A(5) of the Corporations Act.

The Company, as at the date of this notice, has complied with:

a) The provisions of Chapter 2M of the Corporations Act; and
b) Section 674 of the Corporations Act.

There is no excluded information for the purposes of Section 708A(7) and (8) of the Corporations Act.

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MTC Confirms Funds Transfer from BCC

Wuxi Baichuan Chemical Industrial Co Ltd Strategic Investment Update – Investment Funds Remittance Advice Received

MetalsTech Limited (MTC or the Company) is pleased to provide the following update in respect of the $1.8 million funding deal with leading chemicals producer Wuxi Baichuan Chemical Industry Co Ltd (BCC).

The Company has confirmed remittance of the $1.8m transfer from BCC to the MTC bank account.

8,250,000 shares are expected to be allotted to BCC on or around 5 April 2018, pursuant to ASX Listing Rule 7.1A.

750,000 shares are expected to be allotted to BCC on or around 6 April 2018 pursuant to ASX Listing Rule 7.1 and 1,000,000 shares to be allotted on 6 April 2018 pursuant to ASX Listing Rule 7.1A.

An Appendix 3B and Initial Substantial Shareholder Notice will follow.

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BCC Receives Final Approval

Wuxi Baichuan Chemical Industrial Co Ltd Receives Final Government Approval from Chinese Regulators

MetalsTech Limited (MTC or the Company) is pleased to provide the following update in respect of the $1.8 million funding deal (Investment) with leading chemical producer Wuxi Baichuan Chemical Industry Co Ltd (BCC).

The Company has received written confirmation that BCC has received the final stage of Chinese Regulatory Approval from the “Foreign Affairs Bureau – Commerce Department” which is required in order to allow for the transfer of funds outside of China.

The $1.8 million Investment is expected to be received in the coming days, with the allotment of shares to occur on 6 April 2018 following the General Meeting of the Company. A total of 9.25 million shares will be allotted pursuant to ASX Listing Rule 7.1A with the balance of 1.75 million shares to be allotted pursuant to ASX Listing Rule 7.1.

Highlights
• BCC to subscribe for 10,000,000 MTC shares at a price of $0.18 per share to raise $1,800,000 subject to 12 months’ escrow
• MTC to facilitate BCC share accumulation strategy by introducing third party shareholders (and advisors) for the acquisition of up to a further 5,000,000 MTC shares through on-market and off-market purchases
• If BCC increases its share ownership to >12.5% through on-market and off-market share acquisitions to earn:

  • a right to participate in placements for 12 months to maintain ownership position
  • a right to match any project-level investment by a third party within 12 months up to 10% project-level interest

• If BCC increases its share ownership to >15% BCC will be entitled to an MTC board seat
• MTC and BCC will work in good faith to negotiate a project-level equity investment at its projects as part of a larger strategy to develop lithium carbonate / hydroxide beneficiation facility in Quebec underpinned by spodumene concentrate feed from MTC projects

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MTC Half Yearly Report and Accounts

The Half Yearly Report and Accounts can be viewed by CLICKING HERE


Notice of General Meeting/Proxy Form

The full announcement can be viewed by CLICKING HERE


MTC Listing Rules Compliance Update

ANNOUNCEMENT REGARDING ASX LISTING RULE 7.1 CAPACITY

MetalsTech Limited (ASX: MTC) (MetalsTech or the Company) refers to the following ASX announcements:

  • The Company’s Appendix 3B released on 3 November 2017 in respect of the issue of 4,200,000 fully paid ordinary shares (Shares) that showed the Company’s remaining placement capacity of 23,110 pursuant to ASX Listing Rule 7.1.
  • The Company’s announcement released on 15 November 2017 in respect of the expansion of the Company’s landholdings at the Cancet Lithium project and the renegotiation of the terms of the acquisition of Terre des Montagnes Lithium project, in which, amongst other things, the Company announced that it had agreed to issue 2,350,000 Shares as consideration for the acquisition and renegotiation.
  • The Company’s Appendix 3B released on 20 November 2017 in respect of the release of 2,100,000 Shares from escrow that showed the Company’s remaining placement capacity of 23,110 pursuant to ASX Listing Rule 7.1.

MetalsTech advises the market as follows:

  • At the date that the Company had agreed to issue equity securities to the vendors pursuant to the acquisition of Cancet East and the renegotiation of Terre des Montagnes, being 15 November 2017, the Company did not have sufficient capacity to issue those securities, and as such had exceeded its capacity to issue equity securities without security holder approval under Listing Rule 7.1 through the agreement to issue the Shares pursuant to the acquisitions announced on 15 November 2017.
  • As a result and in consultation with the ASX, the Company will now no longer seek ratification at the upcoming General Meeting of the Company of the 2,326,890 equity securities that were agreed to be issued on 13 November 2017 and these securities will remain in “C” when the Company calculates it capacity under Listing Rule 7.1 for 12 months following the agreement to issue the equity securities, i.e. this capacity will automatically refresh on 13 November 2018.

The full announcement can be viewed by CLICKING HERE


Diamond Drilling Commences at Adina Lithium Project

MetalsTech Commences Drilling at Adina Lithium Project

MetalsTech Limited (MTC or the Company) is pleased to announce that the maiden drilling campaign has commenced at its Adina Lithium Project in Quebec, Canada.

Highlights

  • ~2,000m diamond core drilling campaign has commenced at the 100%-owned Adina Lithium Project where the Company has identified an approximate 350m x 2km outcropping pegmatite with high grade lithium mineralisation at surface with assays up to 3.12% Li2O
  • Drilling campaign to test strike, dip, and plunge continuity of pegmatite, as well as test the mineralised zones within the pegmatite structure
  • Maiden drill program will be phase 1 of a two-phase drilling strategy designed to delineate an initial resource
  • Adina is located in close proximity to Cancet and may present complimentary development opportunities
  • Metallurgical and mineralogy test work to be completed on representative drill core

Commenting on the Adina Lithium Project, Executive Director, Mr Gino D’Anna stated:

“Adina appears to host a very large geological structure, based on outcropping pegmatite and ridge topography. Previous mapping and assays of surface mineralisation has indicated potential for strong lithium prospectivity. If we are successful in intersecting reasonable lithium mineralisation in drill core, Adina could offer a significant co-development opportunity with our existing plans at the nearby Cancet Lithium Project.”

The full ASX announcement can be viewed by CLICKING HERE


iCobalt Appoints VP Exploration and MTC Priority Record Date

iCobalt Appoints Experienced VP Exploration Update on Priority Offer to MetalsTech Shareholders

MetalsTech (MTC or the Company) is pleased to provide an update on the proposed listing of its subsidiary iCobalt Limited (iCobalt).
iCobalt plans to list on the ASX via a $4.5m Initial Public Offer with a Priority Offer to eligible MTC shareholders. Upon listing, iCobalt will have an undiluted market capitalisation of $9.1 million and an enterprise value of $4.6 million.
Subject to MTC obtaining shareholder approval, pursuant to ASX Listing Rule 11.4.1(b), for the disposal of the Bay Lake High Grade Cobalt Project (held by MTC’s wholly-owned subsidiary, MetalsTech Bay Lake Cobalt Inc.), iCobalt will seek admission to the Official List of the ASX pursuant an Initial Public Offer (Spinout).
iCobalt will accelerate the exploration activity on the 100%-owned Bay Lake High Grade Cobalt Project and proceed with the 100% acquisition of the Rusty Lake Silver-Cobalt-Nickel Mine, both located in Ontario, Canada.

Highlights

Appointment of VP Exploration

  • Cherie Leeden appointed as VP Exploration to iCobalt Limited. Mrs Leeden is a Geologist with more than 15 years’ experience in multi commodity mining and mineral exploration and has led teams through resource discovery and development across graphite, base metals, iron ore and coal, two of which are now in production
  • Mrs Leeden was the co-founder and former Managing Director of Battery Minerals Limited (ASX:BAT) and was responsible for the discovery of an extensive portfolio of high grade graphite deposits in Mozambique

Priority Offer Update

  • Priority Offer under the Spinout will entitle MTC shareholders holding a minimum of 20,000 shares, a pro rata entitlement on a 1 for 5 basis as at the Record Date (Qualifying Priority Holder), a guaranteed right to subscribe for a minimum of 10,000 iCobalt shares at $0.20 per share (Minimum Allocation) and scope to subscribe for additional shares (subject to Maximum Allocation of 250,000 iCobalt shares at $0.20 per share). The Priority Offer is not strictly a pro-rata entitlement for all MTC shareholders to participate in the Public Offer
  • Pursuant to ASX Listing Rule 11.4 and 7.7, the Record Date for the Priority Offer will be set as the date which is four business days after the date of lodgement of the Prospectus with the ASX which is expected to be in early March 2018. This will allow MTC shareholders the opportunity to qualify for the Priority Offer

The full ASX announcement can be viewed by CLICKING HERE