Piedmont Lithium (PLL) M&A Announcement summary

Deal rationale and strategic fit

• Merger creates the largest hard rock lithium producer in North America, combining one of the world's largest spodumene resource bases and a diversified portfolio with brownfield expansion potential at NAL.

• Simplifies corporate structure, aligns NAL offtake economics, and removes joint venture and contractual complexities, enabling unified ownership and strategic flexibility.

• Combined entity will have a global presence with headquarters in Brisbane, Australia, and offices in North Carolina and Quebec.

• Strengthens balance sheet to support growth pipeline and provides advantaged access to U.S. end markets and IRA incentives.

• Leadership team combines deep operating experience, strong governance, and robust ESG commitments with a diverse board.

Financial terms and conditions

• All-stock merger with an approximate 50/50 ownership split between Piedmont and Sayona shareholders on a fully diluted basis post-merger and prior to equity raising.

• Sayona will be the surviving entity, rebranded as MergeCo, domiciled in Australia with ASX primary and Nasdaq secondary listings.

• Aggregate equity raisings of approximately US$99 million to fund growth and operations, including a conditional A$69 million (~US$45 million) placement to RCF VIII.

• Additional equity raise of up to US$15 million for eligible MergeCo securityholders is under consideration.

• Merger unanimously approved by both boards.

Synergies and expected cost savings

• Annual run-rate synergies of US$15–20 million expected from logistics, procurement, marketing, reduced headcount, and lower compliance costs.

• Freight cost savings anticipated by increasing cargo sizes, improving realized prices by $50–$75 per ton.

• Elimination of duplicate executive roles and corporate overheads.

• Ability to share staff, technical expertise, and optimize asset utilization across the combined portfolio.

• Optimized logistics and procurement, expanded customer relationships, and a strengthened balance sheet to accelerate growth projects.