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Rio
Tinto completes acquisition of Arcadium Lithium
6 March 2025
Rio Tinto has completed its
acquisition of Arcadium Lithium plc ("Arcadium Lithium") (NYSE:
ALTM) (ASX: LTM) for $6.7 billion, following the sanctioning of the
Scheme of Arrangement by the Royal Court of Jersey on 5 March. Rio
Tinto is now the ultimate parent company of Arcadium Lithium, which
will become Rio Tinto Lithium, and will also include the Rincon
lithium project.
The acquisition establishes Rio Tinto
as a global leader in the supply of energy transition materials and
as a major lithium producer, with one of the world's largest
lithium resource bases. Rio Tinto Lithium aims to grow the capacity
of its Tier 1 assets to over 200 thousand tonnes per year of
lithium carbonate equivalent (LCE) by 2028. Complementary
technologies and geographies offer compelling value driven by
accelerating volume growth in a rising market, projecting
significantly higher EBITDA and operating cash flow in the coming
years.
Rio Tinto Chief Executive Officer
Jakob Stausholm said: "Today we are delighted to welcome the
employees of Arcadium to Rio Tinto. Together, we are accelerating
our efforts to source, mine and produce minerals needed for the
energy transition. By combining Rio Tinto's scale, financial
strength, operational and project development experience with
Arcadium's Tier 1 assets, technical and commercial capabilities, we
are creating a world-class lithium business which sits alongside
our leading iron ore, aluminium and copper
operations.
"We believe we are well-positioned to
deliver the materials needed for the energy transition while
maintaining our focus on respecting local communities, minimising
environmental impacts and delivering value for shareholders and
other stakeholders."
Arcadium Lithium shareholders will
receive total cash consideration of $5.85 for each share held at
the scheme record date. Rio Tinto will fund the acquisition by
drawing on its existing bridge loan facility, which it plans to
replace with long-term debt financing.
In connection with the completion of
the transaction, Arcadium Lithium's shares, and CHESS Depositary
Receipts (CDIs) will be delisted from the New York Stock Exchange
(NYSE) and the Australian Securities Exchange (ASX),
respectively.
Forward Looking Statements
This announcement (including
information incorporated by reference in this announcement), oral
statements made regarding the Transaction, and other information
published by Arcadium Lithium, Rio Tinto or any member of the Rio
Tinto Group contain statements which are, or may be deemed to be,
"forward looking statements" within the meaning of Section 27A of
the Securities Act and Section 21E of the US Securities Exchange
Act of 1934. Such forward looking statements are prospective in
nature and are not based on historical facts, but rather on current
expectations and on numerous assumptions regarding the business
strategies and the environment in which Rio Tinto, any member of
the Rio Tinto Group or the enlarged group following the Transaction
("Enlarged Group") shall operate in the future and are subject to
risks and uncertainties that could cause actual results to differ
materially from those expressed or implied by those
statements.
The forward looking statements
contained in this announcement relate to Rio Tinto, any member of
the Rio Tinto Group or the Enlarged Group's future prospects,
developments and business strategies, the ability to fully realize
the anticipated benefits of the acquisition, and other statements
other than historical facts. In some cases, these forward looking
statements can be identified by the use of forward looking
terminology, including the terms "believes", "estimates", "will
look to", "shall look to", "would look to", "plans", "prepares",
"anticipates", "expects", "is expected to", "is subject to",
"budget", "scheduled", "forecasts", "synergy", "strategy", "goal",
"cost-saving", "projects" "intends", "may", "will", "shall", or
"should" or their negatives or other variations or comparable
terminology. By their nature, forward-looking statements involve
risk and uncertainty because they relate to future events and
circumstances and should be considered in light of various
important factors, such as those set forth in Rio Tinto's filings
with the SEC, including Rio Tinto's Annual Report on Form 20-F for
the fiscal year ended December 31, 2023, which was filed with the
SEC on February 23, 2024, and Rio Tinto's Annual Report on Form
20-F for the fiscal year ended December 31, 2024, which was filed
with the SEC on February 20, 2025. Neither Arcadium Lithium or any
of Rio Tinto or any member of the Rio Tinto Group, nor any of their
respective associates or directors, officers or advisers, provides
any representation, assurance or guarantee that the occurrence of
the events expressed or implied in any forward looking statements
in this announcement shall actually occur. Given these risks and
uncertainties, potential investors should not place any reliance on
forward looking statements.
Specifically, statements of estimated
cost savings and synergies relate to future actions and
circumstances which, by their nature involve, risks, uncertainties
and contingencies. As a result, the cost savings and synergies
referred to may not be achieved, may be achieved later or sooner
than estimated, or those achieved could be materially different
from those estimated. Due to the scale of the Enlarged Group, there
may be additional changes to the Enlarged Group's operations. As a
result and given the fact that the changes relate to the future,
the resulting cost synergies may be materially greater or less than
those estimated.
The forward-looking statements speak
only at the date of this announcement. All subsequent oral or
written forward-looking statements attributable to any member of
the Rio Tinto Group or Arcadium Lithium Group, or any of their
respective associates, directors, officers, employees or advisers,
are expressly qualified in their entirety by the cautionary
statement above.
Arcadium Lithium, the Rio Tinto Group
and Rio Tinto expressly disclaim any obligation to update such
statements other than as required by law or by the rules of any
competent regulatory authority, whether as a result of new
information, future events or otherwise.
Contacts
Please direct all enquiries to media.enquiries@riotinto.com
Media Relations,
United Kingdom
David
Outhwaite
M
+44 7787 597 493
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Media Relations,
Australia
Matt
Chambers
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+61 433 525 739
Michelle Lee
M +61 458 609 322
Rachel Pupazzoni
M +61 438 875 469
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Media Relations,
Canada
Malika
Cherry
M
+1 418 592 7293
Vanessa
Damha
M
+1 514 715 2152
Media Relations,
US
Jesse
Riseborough
M +1 202 394
9480
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Investor Relations,
United Kingdom
Rachel
Arellano
M: +44 7584 609 644
David
Ovington
M
+44 7920 010 978
Laura Brooks
M +44 7826
942 797
Weiwei
Hu
M
+44 7825 907 230
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Investor Relations,
Australia
Tom
Gallop
M
+61 439 353 948
Amar
Jambaa
M
+61 472 865 948
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Rio Tinto Limited
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This announcement is authorised for release to
the market by Andy Hodges, Rio Tinto's Group Company
Secretary.
riotinto.com