Galaxy Resources

C$112m Acquisition of Lithium One by Plan of Arrangement

March 2012

On 30 March 2012, Galaxy announced an acquisition of Lithium One to create a global, vertically integrated lithium company. Lithium One is a TSX-V listed lithium development company, whose key asset is a 70% interest in the Sal de Vida Lithium-Potash Brine project located in Argentina.

The acquisition was implemented by Galaxy acquiring all outstanding Lithium One securities via a Plan of Arrangement. The scrip-based bid, comprising 1.96 Galaxy shares for each Lithium One share, valued Lithium One at C$1.55 per share or C$112 million. This represented a 27% premium to Lithium One’s 30 day volume weighted average price up to and including 15 March 2012, the date at which Galaxy submitted its offer.

On 12 April 2012, Galaxy completed a A$30 million capital raising to institutional and sophisticated investors in support of the merger.

Azure advised Galaxy on all aspects of the acquisition and raising, including providing valuation and strategic advice, coordinating due diligence, coordinating the preparation of legal documentation to affect the transaction and assisting with market communications.