Delta confirms Gold Spin-out
Released
Released
Announcement PDF
ASX ANNOUNCEMENT
15 May 2025
Delta confirms gold spin-out into Ballard Mining Limited
Highlights:
•
Delta's Mt Ida Gold asset to be spun-out (via a demerger and concurrent IPO) into a new
standalone, gold-focused ASX-listed exploration company, Ballard Mining Limited, subject to
Delta shareholder and ASX approval.
•
Demerger seeks to unlock value of the Mt Ida gold asset for Delta shareholders and separate its
gold and lithium assets into two distinct companies.
•
Highly qualified Board and management to lead Ballard, including former De Grey Chairman Simon
Lill as Non-Executive Chairman, Stuart Mathews as Non-Executive Director, Paul Brennan as
Managing Director and Tim Manners as Finance Director.
•
Delta's Managing Director, James Croser, to join the Board of Ballard as a Non-Executive Director
to ensure a smooth transition of the Mt Ida Gold asset into the new standalone entity.
•
Eligible Delta shareholders expected to receive one Ballard Share for every 11.25 fully paid
ordinary shares in Delta via an in-specie distribution.
•
As part of the concurrent IPO, Ballard intends to raise between $25 million and $30 million (before
costs). Eligible Delta shareholders will also be entitled to participate in a priority offer.
•
Delta will retain upside exposure to Ballard through a substantial equity holding in Ballard.
Delta Lithium Limited (ASX: DLI) (Delta or the Company), is pleased to confirm that, subject to Delta
shareholder approval and approval from the Australian Securities Exchange (ASX), it is proceeding with
the previously foreshadowed demerger and initial public offering of its Mt Ida Gold asset. Delta has executed
legally binding documents and has formally agreed to demerge all of its rights, entitlement and interests
conferred by certain tenements comprising the Mt Ida Project insofar as they relate to gold (Gold Asset) to
Ballard Mining Limited (Ballard) (Demerger).
Delta proposes, subject to shareholder approval, to demerge the Gold Asset via a spin-out of Ballard and
in-specie distribution of Ballard's fully paid ordinary shares (Ballard Shares) to eligible Delta shareholders
by issuing one Ballard Share for every 11.25 fully paid ordinary shares in Delta (Delta Shares) held on the
record date (In-specie Distribution), allowing Delta shareholders to retain exposure to the value and
upside of the Gold Asset.
Concurrently with the Demerger, Ballard intends, subject to ASX approval, to undertake an initial public
offering (IPO) of Ballard Shares, under a prospectus, to raise between $25 million (Minimum Subscription)
and $30 million (Maximum Subscription) (before costs) at an issue price of $0.25 per Ballard Share, and
to apply for admission to the official list of the ASX.
Following completion of the Demerger and the IPO, Delta will retain approximately 49% shareholding in
Ballard at the Minimum Subscription, or approximately 46% shareholding in Ballard at the Maximum
Subscription.
The Demerger enables the Company to continue focusing on its primary business, being the exploration
and development of its lithium assets at the Mt Ida Project and the Yinnetharra Lithium Project.
ASX ANNOUNCEMENT
15 May 2025
Rationale for the Demerger
On 29 April 2025, the Company announced an updated gold Mineral Resource Estimate (MRE) at the Mt
Ida Project of a total Inferred and Indicated Mineral Resources of 10.3Mt @ 3.33 g/t Au for 1.1 Moz. 1 This
MRE update has significantly increased the global gold inventory at the Mt Ida Project, demonstrating the
presence of a large gold system, both immediately at Baldock and across the broader tenement package
and represents significant potential upside for future exploration at the Mt Ida Project.
Figure 1: Mt Ida Project Resources and Regional Prospects
Given the scale of the Mt Ida Gold MRE and a potential future standalone mining operation, together with
the funds required to continue advancing the Mt Ida Project towards execution, Delta determined to
1 Refer to the Competent Persons Statement on page 8 for further information.
ASX ANNOUNCEMENT
15 May 2025
demerge the Gold Asset into Ballard, allowing Ballard to undertake a capital raise and apply for quotation
on the ASX. Delta will remain as a lithium focused exploration and development company and will retain
Delta's balance sheet strength by maintaining a significant shareholding in Ballard post Demerger. If Ballard
is successfully admitted to ASX, Ballard will use the funds raised from its IPO to advance growth and
development exploration activities at Mt Ida, including to facilitate drilling of regional growth targets and infill
drilling at Baldock to support DFS workstreams and associated study work, with a view to reaching a final
investment decision on building the mine.
Ballard, named after Lake Ballard which is a local landmark near the Mt Ida Project, will hold the Gold Asset
through its shareholding in Mt Ida AU Pty Ltd, which will be a wholly owned subsidiary of Ballard.
The Board believes that separating its existing lithium projects and the Gold Asset will drive superior value
for shareholders in both Delta and Ballard, as shareholders will have the opportunity to participate in the
growth and development of the Gold Asset through a separate entity that will have dedicated resources to
further develop the Gold Asset and optimise its potential value. Furthermore, Delta shareholders will
maintain their investment exposure to Delta's lithium projects.
Commenting on the Demerger Managing Director, James Croser said;
"Delta has been working diligently towards this outcome for some time, and we are delighted to be finally
able to announce these details of the Demerger and Ballard IPO.
Re-setting the exciting and prospective Mt Ida Gold Asset into Ballard, a pure new gold company, at such
an opportune time in the gold price cycle best positions Ballard to launch into early success, underpinned
by a strong foundation of 1.1Moz gold and a new dedicated and specialised management team.
Momentum is crucial to a new listing and the pricing of the Gold Asset is compelling with significant potential
to create investor returns and shareholder value. I encourage all Delta shareholders and members of the
gold investment community alike to consider carefully the prospectus information when released. We look
forward to welcoming the new shareholders of Ballard."
Demerger
Subject to shareholder approval, the Company will implement the demerger of the Gold Asset by reducing
its capital by approximately $15.9 million, to be satisfied through the distribution of approximately 63.7
million Ballard Shares in-specie to eligible Delta shareholders. Eligible Delta shareholders will then receive
a pro-rata distribution of one Ballard Share for every 11.25 Delta Shares held on the record date for the Inspecie Distribution.
Subject to the receipt of ASIC relief, Delta intends to operate a sale facility whereby certain Delta
shareholders (being, ineligible foreign shareholders and holders of unmarketable parcels) may have the
Ballard Shares they would have otherwise received under the In-specie Distribution sold through the facility
by a sale agent and, in which case, may instead receive the proceeds from such sale (net applicable
brokerage, foreign exchange, stamp duty and other selling costs, taxes and charges).
The Demerger will only proceed if certain conditions are satisfied, including (without limitation) Delta
obtaining shareholder approval for the Demerger, Ballard obtaining an ASX conditional admission letter,
and Ballard receiving valid applications for the Minimum Subscription.
If approved by shareholders, the Demerger is expected to be completed by early July 2025.
Further details on the Demerger and In-specie Distribution will be provided in the notice of meeting and
short-form prospectus to be lodged with ASIC and ASX in due course.
ASX ANNOUNCEMENT
15 May 2025
Ballard IPO
Ballard intends to seek admission to the official list of the ASX and, for this purpose, will undertake an IPO
to raise between $25 million to $30 million (before costs) at an issue price of $0.25 per Ballard Share. The
offers under the IPO will comprise:
•
an institutional and broker firm offer to raise between $20 million to $25 million
(before costs) (Other Offer); and
•
a priority offer to existing eligible Delta shareholders to raise approximately $5
million (before costs) (Priority Offer),
(together, the IPO Offer).
Further details in relation to the IPO Offer will be provided in the prospectus to be lodged by Ballard in due
course. Bell Potter and Argonaut have been appointed Joint Lead Managers to the IPO. Thomson Geer
has been appointed as Australian legal advisor in respect of the Demerger and IPO.
Following completion of the Demerger and the IPO, Delta will retain approximately 49% shareholding in
Ballard at the Minimum Subscription, or approximately 46% shareholding in Ballard at the Maximum
Subscription.
Proposed Ballard Capital Structure
No. Ballard
Securities
100
AUD
$25M
AUD
$30M
220M
$55M
$55M
63.7M
$16M
$16M
Ballard Shares issued under the Other Offer
80-100M
$20M
$25M
Ballard Shares issued under the Priority Offer
20M
$5M
$5M
320-340M
$80M
$85M
20.5M
-
-
Ballard cash position ex-costs
-
$25M
$30M
Ballard market capitalization
-
$80M
$85M
Ballard enterprise value
-
$55M
Current Ballard Shares on issue
Ballard Shares issued to Delta in consideration for the
Gold Asset
In-specie to Delta shareholders (1 for 11.25 DLI)
PROPOSED IPO
Ballard Shares on issue upon ASX-listing
Ballard Performance Rights and Options (various)
Ballard enterprise value ($/Resource oz)
$50/oz
Note: Ballard options and performance rights to be issued to Ballard directors, employees, consultants and advisers. Further
details of the options and performance rights to be issued by Ballard will be disclosed in the prospectus to be prepared by Ballard
and to be lodged with ASIC in connection with the IPO.
ASX ANNOUNCEMENT
15 May 2025
Ballard Board and Management
Ballard has secured a high-calibre and experienced team with extensive experience in mineral exploration,
project development, mining and financing in the resources industry. The team includes a combination of
existing Delta directors and new appointments, including two independent non-executive directors with
suitable technical expertise. The Ballard board and senior management comprises:
Mr Simon Lill – Independent Non-Executive Chairman
Mr Lill was previously Chairman of De Grey Mining, a Company which grew from being a sub $1M market
capitalisation when he was first involved to being in the ASX 200 before being acquired by Northern Star
Resources (ASX:NST) last month, in one of Australia’s largest corporate takeovers in the gold sector.
In his 12 years at De Grey, Mr Lill oversaw the discovery of one of Australia’s largest gold finds at Hemi in
the Pilbara, witnessed unprecedented resource growth, realised exceptional shareholder value and
navigated the company through the $5 billion takeover (at the initial takeover metrics when announced) by
Northern Star.
He also provides a strong background in capital markets and management of smaller ASX companies.
Mr Paul Brennan – Managing Director & Chief Executive Officer
Mr Paul Brennan is a mining engineer with post graduate qualifications in business and project
management. Mr Brennan is currently employed by Delta in the role of Chief Development Officer and is
responsible for the project development of Delta's Gold Asset and Lithium Projects.
Recent roles have included Chief Operating Officer and site General Manager for ASX listed gold mining
companies. Mr Brennan does not hold any current directorships of public companies.
Mr Brennan will resign from his position as Chief Development Officer of Delta prior to, and conditional
upon, Ballard's admission to the ASX.
Mr Tim Manners – Finance Director
Mr Tim Manners is a finance professional with over 25 years’ experience in corporate finance, accounting,
financial management and business development functions within the resources industry.
Mr Manners has been involved in exploration, developing, and producing companies both in Australia and
overseas. Mr Manners has held senior executive positions in various sectors including gold, base metals
and industrial minerals.
Mr Manners spent nearly seven years with Ramelius Resources Ltd (ASX: RMS) as their Chief Financial
Officer during a period of significant organic growth and corporate expansion.
More recently, Mr Manners was the Chief Financial Officer of Wildcat Resources Ltd (ASX: WC8) and a
non-executive director of Delta.
Mr Manners will resign from his position as Non-Executive Director of Delta prior to, and conditional upon,
Ballard's admission to the ASX.
ASX ANNOUNCEMENT
15 May 2025
Mr James Croser – Non-Executive Director
Mr James Croser is a qualified mining engineer, with over 25 years of operations, technical and
management experience in the Australian mining sector. Mr Croser has served previously on the boards of
ASX-listed mining companies Spectrum Metals Ltd (ASX: SPX) (delisted), Kalgoorlie Mining Company Ltd
(ASX: KMC) (delisted) and Resources & Energy Group Ltd (ASX: REZ), while also founding and developing
several private mining companies across Western Australia in recent years. Mr Croser has held statutory
mine management positions for Perilya Ltd (ASX: PEM) (delisted) and La Mancha Resources Ltd, including
as inaugural underground manager for the definitive feasibility study & construction of the one-million-ounce
Frog’s Leg Gold Mine.
Mr Croser has a bachelor’s degree from the Western Australian School of Mines and is a holder of a
Western Australian First Class Mine Managers’ Certificate.
Mr Croser is currently a director of Hammer Metals Ltd (ASX: HMX) and the Managing Director of Delta.
Mr Stuart Mathews – Independent Non-Executive Director
Mr Stuart Mathews is a mining professional with more than 30 years’ experience and is highly regarded for
his ability to successfully deliver projects from early feasibility stages through to mine development,
construction and full-scale operations. Until his retirement from executive roles in 2024, Mr Mathews served
as Executive Vice President – Australasia for Gold Fields Limited.
In addition to his accomplishments at Gold Fields Limited's St Ives gold mine, Mr Mathews delivered several
high profile projects during his career, including the Cowal Gold Project for Barrick Australia, the Palmarejo
Silver-Gold Mine in Mexico for Coeur D’Alene Mines and the Mineral Hill Mine for KBL Mining.
Mr Mathews is currently a Non-executive Director of Pantoro Gold Ltd (ASX: PNR) and the non-executive
chairman of Hot Chilli Ltd (ASX: HCH).
Ms Loren Falconer – Company Secretary and Financial Controller
Ms Loren Falconer is the Financial Controller at Delta, bringing over 14 years of experience, primarily within
the mining and resources sector.
Ms Falconer has a strong background in accounting and financial management of mining and exploration
activities with various commodities, including lithium and gold, and has supported financial management
and cost control on numerous construction and mining projects.
Ms Falconer has a Bachelor of Commerce (Accounting), Bachelor of Commerce Honours (Accounting
Science) and is a registered member of the Institute of Chartered Accountants Australia. Ms Falconer has
completed the Listing Rules compliance course and is currently advancing her qualifications by pursuing a
Graduate Diploma of Applied Corporate Governance and Risk Management with the Governance Institute
of Australia.
Ms Falconer will resign from her position as Financial Controller of Delta prior to, and conditional upon,
Ballard's admission to the ASX.
ASX ANNOUNCEMENT
15 May 2025
Commenting on Ballard proposed Chairman, Simon Lill said;
“Delta have done an excellent job in preparing Ballard for a spin out on behalf of its shareholders through
IPO. It is a well structured transaction that should provide benefit to both existing and new shareholders.
An existing high-grade resource amidst many operating mines in one of Australia's best gold addresses is
always going to provide an exciting opportunity.
I was pleasantly surprised with the substantial exploration upside at the Mt Ida Gold Project. With multiple
walk-up targets over a largely untested16km of trend, the opportunity to find another Baldock with its 930koz
@ 4.1 g/t Au is real with the potential to grow into a camp-scale endowment. I look forward to the
commencement of drilling.”
Indicative timetable
The indicative timetable for the Demerger and IPO is detailed below.
Event
Lodgement of Delta notice of meeting and short-form prospectus
Lodgement of Ballard IPO prospectus
Priority Offer record date
Delta general meeting
Opening date of IPO Offer
Closing date of IPO Offer
Effective date of In-specie Distribution
Record date for In-specie Distribution
Date for In-specie Distribution to Delta shareholders
Allotment of Ballard Shares under IPO Offer
Ballard's expected commencement of trading on ASX
Indicative Date
Late May 2025
Late May 2025
Late May 2025
Late June 2025
Mid to late June 2025
Late June 2025
Late June 2025
Early July 2025
Early July 2025
Early July 2025
Early to mid July 2025.
Note: The dates shown in the table above are indicative only and may vary subject to the Corporations Act, ASX Listing Rules
and other applicable laws.
Release authorised by the Board of Delta Lithium Limited.
For further information, please contact:
Delta Lithium
James Croser, Managing Director
Peter Gilford, CFO & Company Secretary
+61 8 6109 0104
info@deltalithium.com.au
Investor/Media Enquiries
Morrow Sodali
Michael Weir +61 402 347 032
About Delta Lithium
Delta Lithium (ASX: DLI) is an exploration and development company focused on bringing high-quality, lithium-bearing pegmatite deposits, located
in Western Australia, into production. With a strong balance sheet and an experienced team driving the exploration and development workstreams.
Delta Lithium is rapidly advancing its Lithium and Gold Projects. The Mt Ida Lithium/Gold Project sits on existing Mining Leases with an approved
Mining Proposal. Delta Lithium is pursuing a development pathway for both the Lithium and the Gold at Mt Ida to unlock maximum value for
shareholders.
Delta Lithium also holds the highly prospective Yinnetharra Lithium Project. Delta currently possess rights to 1,700km2 of prospective ground in
the Gascoyne region and is undertaking systematic exploration of this tenure. The strategy is to focus multiple teams on these high priority targets,
follow up with drilling and grow the Yinnetharra resource which will feed into subsequent studies.
ASX ANNOUNCEMENT
15 May 2025
Not an Offer
This announcement is not a prospectus, product disclosure statement or other disclosure document under the Corporations Act 2001 (Cth), or
other offering document under Australian law or any other law. This announcement, and the information contained in it, is provided for information
purposes only and is not an offer or solicitation or an invitation or recommendation to subscribe for, acquire or buy securities of Ballard, or any
other financial products or securities in any place or jurisdiction, and has not been lodged with the Australian Securities and Investment
Commission (ASIC).
This announcement does not constitute investment advice and has been prepared by Delta without taking into account the recipient's investment
objectives, financial circumstances or particular needs. Each recipient must make his/her own independent assessment and investigation of
Ballard and its business and assets. This announcement is in summary form and does not purpose to be exhaustive. This announcement should
be read in conjunction with Delta's periodic disclosure announcements, which are available to download at https://deltalithium.com.au/, including
the notice of meeting and short-form prospectus to be lodged by Delta in connection with the Demerger as well as the prospectus to be lodged
by Ballard in connection with the IPO.
Investment Risk
An investment in Ballard Shares is subject to investment and other known and unknown risks, some of which are beyond the control of Ballard.
Those risks and uncertainties include factors and risks specific to Ballard such as (without limitation) the status of exploration and mining
tenements and applications and the risks associated with the non-grant or expiry of those tenements and applications, liquidity risk, risks
associated with the exploration or developmental stage of projects, funding risks, operational risks, changes to government fiscal, monetary and
regulatory policies, the impact of actions of governments, the potential difficulties in enforcing agreements and protecting assets, alterations to
resource estimates and the imprecise nature of resource and reserve statements, any circumstances adversely affecting areas in which Ballard
operates, fluctuations in the production, volume and price of commodities, any imposition of significant obligations under environmental
regulations, fluctuations in exchange rates, the fluctuating industry and commodity cycles, the impact of inflation on operating and development
costs, taxation, regulatory issues and changes in law and accounting policies, the adverse impact of wars, terrorism, political, economic or natural
disasters, the impact of changes to interest rates, loss of key personnel and delays in obtaining or inability to obtain any necessary government
and regulatory approvals, insurance and occupational health and safety. Further information regarding the risks associated with an investment in
Ballard Shares will be disclosed in the notice of meeting and short-form prospectus to be lodged by Delta in connection with the Demerger and
the prospectus to be lodged by Ballard in connection with the IPO. Investors are encouraged to read the prospectus in full before deciding whether
to subscribe for Ballard Shares. Ballard does not guarantee any particular rate of return or the performance of Ballard, nor does it guarantee the
repayment of capital from Ballard or any particular tax treatment
Competent Person's Statement
The gold Mineral Resource estimate in this announcement was reported by Delta in accordance with ASX Listing Rule 5.8 in ASX announcement
titled "Mt Ida Gold Resource Update & Proposed Demerger" dated 29 April 2025. The Company confirms it is not aware of any new information or
data that materially affects the information included in the previous announcement and that all material assumptions and technical parameters
underpinning the estimates in the previous announcement continue to apply and have not materially changed.
Disclaimer
This release may include forward-looking and aspirational statements. These statements are based on Delta management’s expectations and
beliefs concerning future events as of the time of the release of this announcement. Forward-looking and aspirational statements are necessarily
subject to risks, uncertainties and other factors, some of which are outside the control of Delta, which could cause actual results to differ materially
from such statements. Delta makes no undertaking to subsequently update or revise the forward looking or aspirational statements made in this
release to reflect events or circumstances after the date of this release, except as required by applicable laws and the ASX Listing Rules.
Refer to www.deltalithium.com.au for past ASX announcements.
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