Aberdeen International Inc.
TSX : AAB

Aberdeen International Inc.

October 08, 2015 18:55 ET

Aberdeen Enters Agreement to Buy Diablillos Lithium Project

TORONTO, ONTARIO--(Marketwired - Oct. 8, 2015) - ABERDEEN INTERNATIONAL INC. ("Aberdeen", or the "Company") (TSX:AAB) has entered into a share purchase agreement with Rodinia Lithium Inc. ("Rodinia") to purchase all of the shares of Potasio y Litio de Argentina SA. ("PLASA"), which holds the Diablillos lithium-potash project in Argentina.

In consideration for the shares, Aberdeen will make aggregate payments to Rodinia of $5,000,000, with $3,000,000 to be paid on closing and $2,000,000 to be paid within six months of closing. In addition, Rodinia will retain a 2.0% net smelter royalty in respect of the project, while Aberdeen will have the right to purchase half of this royalty for $2,000,000 within 24 months of closing.

David Stein, President and CEO of Aberdeen, commented on the proposed transaction: "We believe that through further investment in Diablillos we can realize a significant return on this undercapitalized world-class asset. PLASA will form a strategic second leg in our new principal investments platform, along with our first such investment: African Thunder Platinum. Going forward, Aberdeen will be focused on unlocking value in these two projects as the underlying driver of shareholder value for the Company. Both projects have scalable, low cost, long-term growth potential. Both projects will benefit from different aspects of improving global environmental standards in transportation."

Mr. Stein continued: "Aberdeen has been monitoring the Diablillos project for more than four years. In our view it is one of the largest and highest quality undeveloped lithium brine projects in the world. In the past the project has suffered from a lack of capital no different than most junior resources companies, negative perception on the geopolitical environment in Argentina, and a severe market hangover from lofty and in many cases, unrealistic expectations created by many other junior lithium exploration and development peers that have resulted in huge losses for investors. By essentially privatizing this world-class asset, Aberdeen can focus on building the project at the right scale, with the right partners, and with a focus on profitability and sustainable growth."

Diablillos Project

The Diablillos lithium-potash brine project covers over 95% of the Salar de Diablillos located in Salta, Argentina at an average elevation of approximately 4,050 metres above sea level, and is comprised of 32 mining claims covering approximately 8,156 hectares.

To date, over $19 million has been spent on the project, including extensive exploration and definition drilling, pump tests, seismic & gravity geophysical surveys, basin and solute transport models; all of which collectively account for the bulk of work towards an updated pre-feasibility or feasibility study on the project which is still to be completed.

The latest resource statement (dated December 22, 2011) contains a recoverable inferred brine resource of 2.8 million tonnes lithium carbonate equivalent from an in-situ inferred brine resource of 4.9 million tonnes lithium carbonate equivalent. The project also contains a recoverable inferred brine resource of 11.2 million tonnes potassium chloride equivalent from an in-situ inferred brine resource of 19.83 million tonnes potassium chloride equivalent.

On December 22, 2011, a preliminary economic assessment for the Project was completed by SRK Consulting (US) (the "PEA") which outlines an operation producing 15,000 tonnes lithium carbonate ("LC") per year and approximately 51,000 tonnes of potash ("KCl") per year, projecting a 34% internal rate of return ("IRR") pre‐tax and a US$561 million pre‐tax net present value ("NPV") at an 8% discount rate. The PEA also outlines Rodinia's available option to increase production to 25,000 tonnes LC and 85,000 tonnes potash per year. This increased production scenario generates a much higher pre‐tax NPV estimate of US$964 million, along with a pre‐tax IRR of 36%.

Transaction Terms

Under the terms of the Agreement, Aberdeen will make aggregate cash payments of $5,000,000 as follows:

  • $250,000 shall be placed into an escrow account within five business days of the signing of the Agreement;
  • $2,750,000 payable on the closing date of the Transaction; and
  • $2,000,000 to be paid by Aberdeen to Rodinia within six months of the closing date of the Transaction.

In addition, Rodinia will retain a 2% transferrable net smelter royalty on all commercial sales from the Project, including the sale of potassium and lithium concentrates or products. Half of this royalty can be purchased by Aberdeen for $2,000,000 within 24 months of the closing date of the Transaction.

In the share purchase agreement Rodinia covenanted not to solicit alternative transactions to the proposed Agreement and agreed to a break fee of $250,000 plus Aberdeen costs if it receives an offer superior to that offered by Aberdeen.

The transaction is subject to Rodinia shareholder approval because it represents a sale of substantially all of Rodinia's assets. Directors, officers and certain large Rodinia shareholders holding an aggregate of 35% of the common shares of Rodinia and other securities of Rodinia have entered into lock up and support agreements whereby they have covenanted to vote their Rodinia securities in favour of the Transaction.

The Agreement remains subject to certain customary closing conditions, including shareholder approval and the approval of the TSX Venture Exchange. Aberdeen expects to close the transaction prior to December 31, 2015. The deadline for the completion of the Transaction is January 30, 2016, subject to the parties agreeing upon an extension.

Change in Quarterly Reporting

Going forward, Aberdeen will no longer focus on reporting the short-term changes in assets and liabilities in its quarterly updates (previously reported as "Net Asset Value" or NAV), as in our view these short-term changes are no longer relevant to the Company's strategy. Investors should expect a focus on updating the progress of what will be our two principal mining assets (Diablillos and African Thunder), as well as any other material business development updates. Note that we do not expect a significant change in our financial statements, so it will still be possible to calculate the same information previously provided in our quarterly press releases.

Qualified Person

The technical and scientific content of this release has been reviewed by Blake Hylands, P.Geo., a "qualified person" as such term is defined in National Instrument 43-101. Mr. Hylands is an employee of Sulliden Mining Capital, a minority shareholder of Aberdeen International.

Cautionary Notes

Except for statements of historical fact contained herein, the information in this press release constitutes "forward-looking information" within the meaning of Canadian securities law. Such forward-looking information may be identified by words such as "plans", "proposes", "estimates", "intends", "expects", "believes", "may", "will" and include without limitation, statements regarding, proceeds to be received on closing or subsequently, the ability of the Company to generate additional value for shareholders as a result of such transactions, past success as an indicator of future success; net asset value of the Company; the potential of investee companies and the appreciation of their share price; the Company's plan of business operations; industry opportunities and dynamics and anticipated returns. There can be no assurance that such statements will prove to be accurate; actual results and future events could differ materially from such statements. Factors that could cause actual results to differ materially include, among others, metal prices, competition, financing risks, acquisition risks, risks inherent in the mining industry, and regulatory risks. Most of these factors are beyond the control of the Company. Investors are cautioned not to put undue reliance on forward-looking information. Except as otherwise required by applicable securities statutes or regulation, the Company expressly disclaims any intent or obligation to update publicly forward-looking information, whether as a result of new information, future events or otherwise.

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