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- Livent Corporation (NYSE: LTHM) ("Livent" or the "Company"), today announced that it has priced its underwritten public offering of 13,000,000 shares of its common stock, $0.001 par value ("Common Stock"), at a public offering price of $17.50 per share of Common Stock. In addition, Livent granted the underwriters a 30-day option to purchase up to an additional 1,950,000 shares of Common Stock. The offering is expected to close on June 15, 2021 subject to customary closing conditions.
Livent expects to receive net proceeds of approximately $219.4 million (or approximately $ 252.4 million if the underwriters exercise in full their option to purchase additional shares of Common Stock) in the offering, after deducting the underwriters' discounts and commissions and estimated offering expenses. Livent intends to use the net proceeds from the offering, including any net proceeds from the underwriters' exercise of their option to purchase additional shares of Common Stock, primarily for growth capital expenditures, including lithium capacity expansion, and for general corporate purposes and to repay amounts outstanding under its revolving credit facility.
Goldman Sachs & Co. LLC and J.P. Morgan are acting as joint book-running managers and representatives of the underwriters in connection with the offering. BofA Securities, Citigroup, Credit Suisse and SMBC Nikko are also acting as joint book-running managers in connection with the offering. Citizens Capital Markets, Loop Capital Markets and Raymond James are acting as co-managers in connection with the offering. The shares of Common Stock are being offered and sold pursuant to an effective shelf registration statement on Form S-3 previously filed with the U.S. Securities and Exchange Commission (the "SEC"). The offering will be made only by means of a preliminary prospectus supplement and the accompanying base prospectus, which may be obtained free of charge on the SEC's website at www.sec.gov , or by sending a request to Goldman Sachs & Co. LLC, Prospectus Department, 200 West Street, New York, NY 10282, telephone: 1-866-471-2526, facsimile: 212-902-9316 or by emailing Prospectus-ny@ny.email.gs.com ; or J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, telephone: 1-866-803-9204, or by emailing prospectus-eq_fi@jpmchase.com . Affiliates of Goldman Sachs & Co. LLC, J.P. Morgan, BofA Securities, Citigroup, Credit Suisse and SMBC Nikko are joint book-running managers, Citizens Capital Markets is a co-manager in connection with this offering, and each is a lender under the Company's revolving credit facility and therefore will receive a portion of the net proceeds of the offering.
This press release does not constitute an offer to sell, or the solicitation of an offer to buy, any shares of Common Stock or any other security and shall not constitute any offer, solicitation or sale in any jurisdiction in which such offer, solicitation, purchase or sale is unlawful.
About Livent
For nearly eight decades, Livent has partnered with its customers to safely and sustainably use lithium to power the world. Livent is one of only a small number of companies with the capability, reputation, and know-how to produce high-quality finished lithium compounds that are helping meet the growing demand for lithium. The company has one of the broadest product portfolios in the industry, powering demand for green energy, modern mobility, the mobile economy, and specialized innovations, including light alloys and lubricants. Livent employs more than 900 people throughout the world and operates manufacturing sites in the United States , England , India , China and Argentina .
Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995
Certain statements in this news release are forward-looking statements. In some cases, you can identify these statements by forward-looking words such as "may," "might," "will," "will continue to," "will likely result," "should," "expect," "expects," "intends," "plans," "anticipates," "believe," "believes," "estimates," "predicts," "potential," "continue," "could," "forecast," "future," "is confident that," "plans," or "projects," the negative of these terms and other comparable terminology. These forward-looking statements, which are subject to risks, uncertainties and assumptions about Livent, may include projections of Livent's future financial performance, Livent's anticipated growth strategies and anticipated trends in Livent's business, including without limitation, our capital expansion plans and development of the Nemaska project and statements about whether Livent will be able to consummate the offering, the terms of the offering and the satisfaction of customary closing conditions with respect to the offering. These statements are only predictions based on Livent's current expectations and projections about future events. There are important factors that could cause Livent's actual results, level of activity, performance or achievements to differ materially from the results, level of activity, performance or achievements expressed or implied by the forward-looking statements. Currently, one of the most significant factors is the adverse effect of the current coronavirus ("COVID-19") pandemic on our business. The ultimate extent to which COVID-19 impacts us will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the scope, severity and duration of the pandemic, the actions taken to contain the pandemic or mitigate its impact, and the direct and indirect economic effects of the pandemic and containment measures, among others. Additional factors that could cause Livent's actual results, level of activity, performance or achievements to differ materially from the results, level of activity, performance or achievements expressed or implied by the forward-looking statements include a decline in the growth in demand for electric vehicles; volatility in the price for performance lithium compounds; adverse global economic conditions; competition; quarterly and annual fluctuations of our operating results; risks relating to Livent's planned production expansion and related capital expenditures, including any further suspension of our expansion efforts; the potential development and adoption of battery technologies that do not rely on performance lithium compounds as an input; liquidity and access to credit; reduced customer demand, or delays in growth of customer demand, for higher performance lithium compounds; the success of Livent's research and development efforts; risks inherent in international operations and sales, including political, financial and operational risks specific to Argentina , China and other countries where Livent has active operations; customer concentration and the delay or loss of, or significant reduction in orders from, large customers; failure to satisfy customer quality standards; fluctuations in the price of energy and certain raw materials; employee attraction and retention; union relations; cybersecurity breaches; our ability to protect our intellectual property rights; the lack of proven reserves; legal and regulatory proceedings; including any shareholder lawsuits; compliance with environmental, health and safety laws; changes in tax laws; risks related to our separation from FMC Corporation; risks related to ownership of our common stock, including price fluctuations and lack of dividends; events outside our control that could prevent us from achieving our sustainability goals; as well as the other factors described under the caption entitled "Risk Factors" in Livent's 2020 Form 10-K filed with the Securities and Exchange Commission on February 26, 2021 and our subsequent Form 10-Q filed with the Securities and Exchange Commission on May 6, 2021 . Although Livent believes the expectations reflected in the forward-looking statements are reasonable, Livent cannot guarantee future results, level of activity, performance or achievements. Moreover, neither Livent nor any other person assumes responsibility for the accuracy and completeness of any of these forward-looking statements. Livent is under no duty to update any of these forward-looking statements after the date of this news release to conform its prior statements to actual results or revised expectations .
Media contact: Juan Carlos Cruz +1.215.299.6170
juan.carlos.cruz@livent.com
Investor contact: Daniel Rosen +1.215.299.6208
daniel.rosen@livent.com
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SOURCE Livent Corporation
