お知らせ • Jan 05

Arcadium Lithium plc (NYSE:ALTM) completed the acquisition of Allkem Limited (ASX : AKE) in a merger of equals transaction.

Livent Corporation (NYSE:LTHM) signed a definitive agreement to acquire Allkem Limited (ASX:AKE) in a merger of equals transaction for $6.4 billion on May 10, 2023. The transaction would create the combine company value of $10.6 billion. NewCo will have a primary listing on the NYSE and maintain a foreign exempt listing on the ASX (via the issue of CDIs to Allkem shareholders). Under the terms of the Transaction, existing Allkem shareholders will receive one NewCo ASX listed CDI (or be able to elect to receive one NewCo NYSE listed share instead of a CDI) for each Allkem ordinary share held, except for shareholders in certain ineligible jurisdictions, who will receive cash proceeds from the sale of the NewCo CDIs in lieu of such CDIs after closing. Under the Merger, Livent shareholders will receive 2.406 NewCo NYSE listed shares of common stock for each Livent share held. Following the Transaction, Allkem and Livent shareholders are expected to own approximately 56% and 44% of the combined company, respectively. NewCo is to be incorporated in the Bailiwick of Jersey, with corporate headquarters to be in North America, with the exact location and company name to be announced at a later date, and corporate residency to be in Ireland. Upon completion of the Transaction, Peter Coleman will become the Chairman of NewCo, Paul Graves will become the Chief Executive Officer of NewCo, and Gilberto Antoniazzi will become the Chief Financial Officer of NewCo. The NewCo Board will have 14 members, consisting of 7 directors designated by Allkem and 7 directors designated by Livent. The commercial, operational, and capital deployment teams will be comprised of representatives from both companies. Allkem Chief Executive Officer, Martín Pérez de Solay, will provide consulting services to NewCo to help facilitate a smooth integration process post transaction close. As of August 2, 2023, each of Allkem's and Livent's Board of Directors have selected their respective nominees to the Board of NewCo which consists of six Livent nominees from Livent's current Board of Directors and six Allkem nominees from Allkem's current Board of Directors: Michael F. Barry; Peter Coleman (Chair designate of NewCo); Alan Fitzpatrick; Paul W. Graves (Chief Executive Officer designate of NewCo); Florencia Heredia; Leanne Heywood; Christina Lampe-Önnerud; Pablo Marcet; Steven T. Merkt; Robert C. Pallash; Fernando Oris de Roa; and John Turner. Richard Seville and Martin Perez de Solay (MD and CEO) from Allkem's Board of Directors, and Pierre R. Brondeau, Andrea E. Utecht and G. Peter D'Aloia from Livent's Board of Directors, will retire as directors upon closing of the transaction. In case of termination, either party will pay a termination fee of $64.6 million. Livent Corporation will be the accounting acquirer in the transaction. The transaction is expected to close by the end of calendar year 2023. Share for share exchange transaction expected to be a tax-free transaction for shareholders. The transaction have been unanimously approved by the Board of Directors of each company, and in the case of Allkem, subject to the Independent Expert concluding, and continuing to conclude, that the Scheme is in the best interest of Allkem shareholders. Closing of the Transaction is subject to the satisfaction or waiver of customary closing conditions, including receipt of regulatory approvals, approval by both Livent and Allkem shareholders, the Independent Expert concluding that the Scheme is in the best interest of Allkem shareholders and not changing, withdrawing, or qualifying that conclusion, tax opinion delivery, and Australian tax class ruling confirmation, and Australian Court approval. The Transaction Agreement includes reciprocal exclusivity arrangements (including notification obligations) in favour of both parties, a matching right regime in favour of both parties and termination fees in favour of both parties. The exclusivity arrangements are subject to customary exceptions that enable the directors of Allkem and Livent to comply with their respective fiduciary and/or statutory duties. As per filling on October 24, 2023, Livent and Allkem have agreed that the name of the combined company will be Arcadium Lithium plc. As of November 8, 2023, Federal Court of Australia approves convening of Scheme Meeting and dispatch of Scheme Booklet with merger effective date of January 4, 2024. As of November 14, 2023, all required pre-closing regulatory approvals in connection with the proposed merger have been received including antitrust approvals in Canada, China, Japan, South Korea and the U.S., as well as completion of investment screenings in Australia, the U.K. and the U.S. The closing of the Transaction remains subject to approval by both Livent and Allkem shareholders, and Australian Court approval of the Scheme. As on November 15, 2023, the proposed merger of Allkem and Livent Corporation has received Australian Foreign Investment Review Board approval. Allkem, Livent and NewCo have now received antitrust/competition approvals in Canada, China, Japan, South Korea and the U.S., as well as foreign investment approvals/completion of investment screenings in Australia, the U.K. and the U.S. This represents all competition and foreign investment approvals that are expected to be required prior to completion. As per filling on December 19, 2023, Allkem shareholders vote in favour of merger with Livent and a final court approval is still pending. If the Court approves the Scheme at the Second Court Hearing, Allkem intends to lodge a copy of the orders of the Court with the Australian Securities and Investments Commission on December 21, 2023. As of December 19, 2023, Livent and Allkem announced that they have obtained all requisite shareholder approvals necessary to complete the merger of equals. The two companies expect to close the merger on January 4, 2024 and begin operating under the name Arcadium Lithium plc (NYSE:ALTM) (ASX:LTM). Gordon Dyal & Co., LLC. is acting as exclusive financial advisor and William H. Aaronson, Cheryl Chan, William A. Curran, Kyoko Takahashi Lin, Michael Kaplan, Howard Shelanski and Suzanne Munck af Rosenschold of Davis Polk & Wardwell LLP and Guy Alexander, Dave Filov, Bryn Hardcastle, Andrew Wong, Ellen Thomas and Adrian Chek of Allens are acting as legal counsel to Livent. Gordon Dyal & Co. Advisory Group LP acted as fairness opinion provider to the board of directors of Livent. Livent has agreed to pay Gordon Dyal & Co. a fee of $35.0 million for Gordon Dyal & Co.’s services rendered in connection with the transaction. UBS Securities Australia Limited and Morgan Stanley & Co. LLC are acting as financial advisors and Antonella Pacitti, Roger Davies, Cairo Leicester and Tom Carmody of King & Wood Mallesons and Joseph P. Michaels, Brian J. Fahrney, James Wood, Rachel D. Kleinberg, Jason Menzies, Sonia Gupta Barros, Sara M. von Althann, William Blumenthal, Vincent Brophy, Rosanna Connolly, Laura Collins, Andrew Shoyer, James Mendenhall, Sven De Knop, Grigore Alexandru, Matthew E. Johnson, Christian E. Pilhofer, Teresa L. Reuter, Elizabeth K. McCloy, Heather M. Palmer, Anna Remis, Sarah A. Jehl and Tim Chandler of Sidley Austin LLP are acting as legal counsel to Allkem. Fasken Martineau DuMoulin LLP acted as a legal advisor to Allkem Limited. Morrow Sodali acted as a proxy solicitor to Livent Corporation. Simon Dinning and Alexander Curry of Ogier LLP acted as legal advisors for Livent. Arcadium Lithium plc (NYSE:ALTM) completed the acquisition of Allkem Limited (ASX : AKE) in a merger of equals transaction on January 4, 2024. Arcadium Lithium ordinary shares will begin trading today on the NYSE under the ticker "ALTM." Arcadium Lithium also maintains a foreign exempt listing on the ASX (via the issue of CHESS Depositary Instruments (CDIs) to Allkem shareholders) and will commence trading on a normal settlement basis on the ASX under the ticker "LTM" on January 5, 2024.

お知らせ • May 12

Allkem Limited (ASX:AKE) signed a definitive agreement to acquire Livent Corporation (NYSE:LTHM) in a merger of equals transaction for $3.7 billion.

Allkem Limited (ASX:AKE) signed a definitive agreement to acquire Livent Corporation (NYSE:LTHM) in a merger of equals transaction for $3.7 billion on May 10, 2023. The transaction would create the combine company value of $10.6 billion. NewCo will have a primary listing on the NYSE and maintain a foreign exempt listing on the ASX (via the issue of CDIs to Allkem shareholders). Under the terms of the Transaction, existing Allkem shareholders will receive one NewCo ASX listed CDI (or be able to elect to receive one NewCo NYSE listed share instead of a CDI) for each Allkem ordinary share held, except for shareholders in certain ineligible jurisdictions, who will receive cash proceeds from the sale of the NewCo CDIs in lieu of such CDIs after closing. Under the Merger, Livent shareholders will receive 2.406 NewCo NYSE listed shares of common stock for each Livent share held. Following the Transaction, Allkem and Livent shareholders are expected to own approximately 56% and 44% of the combined company, respectively. NewCo is to be incorporated in the Bailiwick of Jersey, with corporate headquarters to be in North America, with the exact location and company name to be announced at a later date, and corporate residency to be in Ireland. Upon completion of the Transaction, Peter Coleman will become the Chairman of NewCo, Paul Graves will become the Chief Executive Officer of NewCo, and Gilberto Antoniazzi will become the Chief Financial Officer of NewCo. The NewCo Board will have 14 members, consisting of 7 directors designated by Allkem and 7 directors designated by Livent. The commercial, operational, and capital deployment teams will be comprised of representatives from both companies. Allkem Chief Executive Officer, Martín Pérez de Solay, will provide consulting services to NewCo to help facilitate a smooth integration process post transaction close. The transaction is expected to close by the end of calendar year 2023. Share for share exchange transaction expected to be a tax-free transaction for shareholders. The transaction have been unanimously approved by the Board of Directors of each company, and in the case of Allkem, subject to the Independent Expert concluding, and continuing to conclude, that the Scheme is in the best interest of Allkem shareholders. Closing of the Transaction is subject to the satisfaction or waiver of customary closing conditions, including receipt of regulatory approvals, approval by both Livent and Allkem shareholders, the Independent Expert concluding that the Scheme is in the best interest of Allkem shareholders and not changing, withdrawing, or qualifying that conclusion, tax opinion delivery, and Australian tax class ruling confirmation, and Australian Court approval. The Transaction Agreement includes reciprocal exclusivity arrangements (including notification obligations) in favour of both parties, a matching right regime in favour of both parties and termination fees in favour of both parties. The exclusivity arrangements are subject to customary exceptions that enable the directors of Allkem and Livent to comply with their respective fiduciary and/or statutory duties. Gordon Dyal & Co., LLC. is acting as exclusive financial advisor and William H. Aaronson, Cheryl Chan, William A. Curran, Kyoko Takahashi Lin, Michael Kaplan, Howard Shelanski and Suzanne Munck af Rosenschold of Davis Polk & Wardwell LLP and Allens are acting as legal counsel to Livent. UBS Securities Australia Limited and Morgan Stanley & Co. LLC are acting as financial advisors and King & Wood Mallesons and Sidley Austin LLP are acting as legal counsel to Allkem.

総株主利回り	-0.03%
将来の配当利回り	0%
配当成長	n/a
次回配当支払日	n/a
配当落ち日	n/a
一株当たり配当金	n/a
配当性向	n/a

セグメント	配当利回り
会社 (ALTM)	n/a
市場下位25% (US)	1.4%
市場トップ25% (US)	4.2%
業界平均 (Chemicals)	1.7%
アナリスト予想 (ALTM) (最長3年)	0%

データ	最終更新日（UTC時間）
企業分析	2025/03/05 04:16
終値	2025/03/05 00:00
収益	2024/12/31
年間収益	2024/12/31

パッケージ	データ	タイムフレーム	米国ソース例
会社財務	10年	損益計算書キャッシュ・フロー計算書貸借対照表	SECフォーム10-K SECフォーム10-Q
アナリストのコンセンサス予想	+プラス3年	予想財務アナリストの目標株価	アナリストリサーチレポート Blue Matrix
市場価格	30年	株価配当、分割、措置	ICEマーケットデータ SECフォームS-1
所有権	10年	トップ株主インサイダー取引	SECフォーム4 SECフォーム13D
マネジメント	10年	リーダーシップ・チーム取締役会	SECフォーム10-K SECフォームDEF 14A
主な進展	10年	会社からのお知らせ	SECフォーム8-K

アナリスト	機関
John Eade	Argus Research Company
William Selesky	Argus Research Company
Stephen V. Byrne	BofA Global Research

This company has been acquired

Arcadium Lithium 配当と自社株買い

配当金 基準チェック /06

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最近の配当と自社株買いの更新

Recent updates

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Arcadium's Shares and CHESS Depositary Receipts to Delist from NYSE and ASX

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Arcadium Lithium plc to Report Q3, 2024 Results on Nov 07, 2024

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New major risk - Earnings quality

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Consensus EPS estimates increase by 12%

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Arcadium Lithium plc: A Good Value Pick With A Strong Upside

Price target decreased by 7.6% to US$8.88

Full year 2023 earnings: EPS exceeds analyst expectations while revenues lag behind

Arcadium Lithium plc to Report Q4, 2023 Results on Feb 22, 2024

Arcadium Lithium plc(ASX:LTM) dropped from S&P Global BMI Index

Arcadium Lithium plc (NYSE:ALTM) completed the acquisition of Allkem Limited (ASX : AKE) in a merger of equals transaction.

Allkem Limited (ASX:AKE) signed a definitive agreement to acquire Livent Corporation (NYSE:LTHM) in a merger of equals transaction for $3.7 billion.

Neogen Chemicals Limited (NSEI:NEOGEN) completed the acquisition of BuLi Chemicals India Private Limited from Livent Corporation (NYSE:LTHM) and Livent USA Corp.

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配当金基準チェック /06