Allied Copper Corp. (TSX-V: CPR, OTCQB: CPRRF) (the “Company” or “Allied Copper”), is pleased to announce that it has agreed to acquire 100% of the issued and outstanding shares (“Volt Shares”) of privately-held Volt Lithium Corp. (“Volt”), pursuant to a share purchase agreement (the “Agreement”) dated October 31, 2022, among each of the shareholders of Volt (collectively, the “Vendors”) and the Company (the “Acquisition”). Volt currently holds approximately 400,000 acres of mines and minerals permits in the Rainbow Lake area of Alberta, specifically targeting lithium found in the brines of the Keg River formation. Through this Acquisition, Allied Copper is afforded a strategic opportunity to expand both its asset base and development focus to include a broader range of battery metals that represent key inputs supporting the global energy transition.
“The acquisition of Volt and retention of its key management team members helps position Allied Copper as a responsible contributor to the world’s battery metals supply, as our combination of copper and now lithium assets are both situated in high integrity jurisdictions featuring robust regulatory regimes and strong environmental regulation,” said Warner Uhl, Executive Chairman of Allied Copper. “This strategic transaction accelerates the execution of the Company’s strategy, bringing greater scale along with entry into one of the most sought-after minerals for the future of clean energy, while supporting our efforts to deliver long-term value for our shareholders.”
As consideration for the Acquisition, the Company will issue 39,840,000 common shares in the capital of Allied Copper (the “Consideration Shares”) to the Vendors, representing a ratio of 1.92 Consideration Shares for each Volt Share held by the Vendors, rounded down to the nearest whole number. Upon completion of the Acquisition, the Vendors will own approximately 49% of the issued and outstanding shares in the capital of the Company, on a non-diluted basis. The Consideration Shares will be subject to a four-month hold period pursuant to applicable Canadian securities laws.
The Acquisition is subject to standard closing conditions, including the approval of the TSX Venture Exchange (the “TSXV”). Subject to receiving the approval of the TSXV, and the satisfaction of the remaining closing conditions, the Acquisition is expected to close on or about November 16, 2022.
In connection with the completion of the Acquisition, Alex Wylie, a Vendor, will be appointed as the President of Allied Copper. Mr. Wylie brings expertise in finance, accounting and capital markets along with a proven track record of founding and building high-growth businesses. Originally from Toronto and a graduate of Western University with a degree in Economics, Mr. Wylie earned his CPA CA designation in 1993, and spent more than ten years in investment banking with both a major independent North American investment dealer as well as boutique firms. His strategic and tactical corporate experience includes the founding, growing and ultimate acquisition of resource focused entities as well as health care companies. Kyle Hookey will continue to act as Chief Executive Officer and Morgan Tiernan will continue to act as Chief Financial Officer of Allied Copper.
In connection with the completion of the Acquisition, current directors J. Campbell Smyth and David Eaton will resign from the board, and will be replaced by Mr. Wylie and Marty Scase. Mr. Scase will be an “independent director” as that term is defined in National Instrument 58-101 Disclosure of Corporate Governance Practices. Mr. Scase has acted as director of numerous private companies in the resource sector over his 25-year career. Mr. Uhl and Mr. Hookey will continue to act as directors of the Company, with Mr. Uhl also continuing to serve as Executive Chairman.
The continued appointment of each of the directors of Allied Copper will be considered and voted upon by shareholders of the Company at its next annual general meeting (the “Meeting”) which, pursuant to the Agreement, will be held by no later than January 31, 2023.
