Contemporary Amperex Technology Co., Limited (SZSE:300750) ("CATL") made an unsolicited non-binding proposal to acquire Millennial Lithium Corp. (TSXV:ML) from Million Surge Holdings Limited and others for approximately CAD 390 million on September 8, 2021. CATL entered into a definitive arrangement agreement to acquire Millennial Lithium on September 28, 2021. Pursuant to the terms of the New Offer, the New Offeror has offered to acquire the Shares from Millennial's shareholders by way of a plan of arrangement at a price of CAD 3.85 per share payable in cash. As part of the CATL arrangement, outstanding company convertible securities, including the Warrants, stock options (“Options”), restricted share units (“RSUs”) and performance share units (“PSUs”) will be acquired by the Company and cancelled. The holders of Warrants will receive cash consideration of CAD 0.30 per whole Warrant, and the holders of Options will receive cash consideration equal to the purchase price less the exercise price of such Option. Holders of RSUs and PSUs will receive cash consideration equal to the purchase price for each RSU and PSU held. The New Offeror will pay the Company a reverse termination fee of CAD 20.35 million ($16 million) in certain specified circumstances, which amount will be held in escrow. A termination fee of CAD 12.6339 million ($10 million) is payable by Millennial to CATL in certain specified circumstances.

The transaction is subject to the approval of: Millennial shareholder approval, the receipt of certain regulatory, ICA Clearance, Dissent Rights and court approvals, including Investment Canada Act approval, and other closing conditions customary in transactions of this nature. The transaction is not subject to any financing condition. Agreement has been approved unanimously by the board of directors of Millennial. All directors and senior officers of Millennial have entered into support and voting agreements pursuant to which they have agreed to vote their Common Shares in favor of the CATL Arrangement. The outside closing date for the arrangement under the New Offer is December 16, 2021. As of October 14, 2021, the transaction received an interim order of the British Columbia Supreme Court. All directors and senior officers of Millennial have entered into support and voting agreements pursuant to which they have agreed to vote their Common Shares in favor of the Arrangement. The Board unanimously recommends that Millennial Securityholders vote FOR the transaction. The special meeting of Voting Securityholders to be held on November 15, 2021. As of September 28, 2021, the transaction is expected to close in the fourth quarter of 2021 or in January 2022. As of October 5, 2021, the transaction is expected to be completed in December 2021 or January 2022. The Special Committee of Millennial has received an oral fairness opinion from Sprott Capital Partners LP which states that the consideration to be received by Shareholders pursuant to the CATL Arrangement is fair, from a financial point of view, to Shareholders. Alan Hutchison of Osler, Hoskin & Harcourt LLP and Llinks Law Offices are acting as CATL's legal advisors. Credit Suisse Securities (Canada) Inc. is acting as financial advisor to Millennial, and Gary Sollis of Dentons Canada LLP is acting as Millennial's legal advisor. Sprott Capital Partners LP is acting as financial advisor to the Special Committee of Millennial. Computershare Investor Services Inc. acted as registrar and transfer agent for Millennial.

Contemporary Amperex Technology Co., Limited (SZSE:300750) ("CATL") cancelled the acquisition of Millennial Lithium Corp. (TSXV:ML) from Million Surge Holdings Limited and others on November 17, 2021. Millennial terminated the agreement and paid $20 million (CAD 25.3946 million).