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Home/The Filing Wire/PIEDMONT LITHIUM INC/ 8-K

Current Report · Items 1.01, 2.02, 9.01 · 8-K

PIEDMONT LITHIUM INC

PLLNEOEQUITYCurrent

Entry into a Material Definitive Agreement · Results of Operations and Financial Condition

Item 1.01 - Entry into a Material Definitive Agreement On April 22, 2025, Piedmont Lithium Inc., a Delaware corporation ("Piedmont”), entered into Amendment No. 1 to the Agreement and Plan of Merger (the "Merger Agreement”) with Sayona Mining Limited, an Australian public company limited by shares ("Sayona”), and Shock MergerCo Inc., a Delaware corporation and a wholly owned subsidiary of Sayona.

Filed Apr 23, 2025Accepted Apr 23, 2025, 12:11 PM EDTCIK 1728205Accession 0001728205-25-000075
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Company context

Piedmont Lithium Inc. (Nasdaq: PLL; ASX: PLL) is developing a world-class, multi-asset, integrated lithium business focused on enabling the transition to a net zero world and the creation of a clean energy economy in North America. Our goal is to become one of the largest lithium hydroxide producers in North America by processing spodumene concentrate produced from assets where we hold an economic interest. Our projects include our Carolina Lithium project in the United States and partnerships in Quebec with Sayona Mining (ASX: SYA) and in Ghana with Atlantic Lithium (AIM: ALL; ASX: A11). We believe these geographically diversified operations will enable us to play a pivotal role in supporting America’s move toward energy independence and the electrification of transportation and energy storage.

Current securities

PLLNEO · EQUITY · Current

Recent company filings

  1. 15-12G filingSep 9, 2025
  2. EFFECT filingSep 4, 2025
  3. Completion of Acquisition or Disposition of Assets · Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing · Material Modification to Rights of Security Holders · Changes in Control of Registrant · Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year · Other EventsSep 3, 2025
  4. 4 filingAug 29, 2025
  5. S-8 POS filingAug 29, 2025

Disclosure sections

Items 1.01, 2.02, 9.01

Select an item to read the extracted section. The as-filed document remains the primary evidence.

Item 1.01Item 1.01 - Entry into Material Agreement
Item 1.01 - Entry into a Material Definitive Agreement On April 22, 2025, Piedmont Lithium Inc., a Delaware corporation ("Piedmont”), entered into Amendment No. 1 to the Agreement and Plan of Merger (the "Merger Agreement”) with Sayona Mining Limited, an Australian public company limited by shares ("Sayona”), and Shock MergerCo Inc., a Delaware corporation and a wholly owned subsidiary of Sayona.
Item 2.02Item 2.02 - Results of Operations
Item 2.02 - Results of Operations and Financial Condition On April 23, 2025, Piedmont issued a press release announcing an amendment to the Merger Agreement governing the proposed merger between Piedmont and Sayona announced on November 19, 2024 that will combine the two companies to create a leading lithium business. A copy of the press release is attached as Exhibit 99.1 to this current report on Form 8-K and is incorporated by reference herein. The information in this current report on Form 8-K and the exhibits attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.
Filed exhibits (1)
EX-99.1 (by filename) pressreleaseex991-amendedm.htm

EX-99.1 3 pressreleaseex991-amendedm.htm EX-99.1 Document PRESS RELEASE | April 23, 2025 | NASDAQ: PLL PIEDMONT LITHIUM AND SAYONA MINING ANNOUNCE AMENDMENTS TO MERGER AGREEMENT Belmont, North Carolina, April 23, 2025 - Piedmont Lithium Inc. (“Piedmont,” “the Company,” “we,” “our,” or “us”) (Nasdaq: PLL; ASX: PLL), a leading North American supplier of lithium products critical to the U.S. electric vehicle supply chain, and Sayona Mining Limited (“Sayona”) provide an update in relation to the proposed merger between Piedmont and Sayona announced on November 19, 2024 (the “Transaction”) that will combine the two companies to create a leading lithium business. Piedmont and Sayona entered into an amendment (the “Amendment”) to the agreement and plan of merger governing the Transaction. The Amendment provides for, among other things, the following: ▪ Sayona seeking Sayona shareholder approval for a reverse stock split to consolidate Sayona’s shares at a ratio of 1-for-150 and, subject to being approved by shareholders, the implementation of the consolidation prior to completion of the Transaction; ▪ an updated exchange ratio of 3.5133 Sayona shares for each Piedmont Lithium or…

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