- 01Greenwing agrees non-binding San Jorge deal with Atana.
- 02Atana may spend US$15.3m for up to 37.5%.
- 03Post-PFS option: buy 62.5% for US$125m; 3-month exclusivity.
Greenwing Resources (ASX: GW1) has agreed to non-binding terms with US-based Atana Elements for a staged partnership to fund further exploration and studies at its San Jorge lithium brine project in Argentina.
The proposal provides for an initial US$800,000 equity subscription, estimated project expenditure of US$15.3 million to earn up to 37.5%, and an option to acquire the remaining interest for US$125m.
The companies have entered a three-month exclusivity period to conduct due diligence and negotiate definitive agreements, with the broader transaction still dependent on approvals and other conditions.
Greenwing is seeking outside funding and technical expertise to develop San Jorge while retaining exposure to the project through the proposed earn-in stages.
Staged Funding and Earn-In
Atana has committed to pay US$300,000 within five business days, comprising a non-refundable US$150,000 payment to Greenwing and a further US$150,000 held in escrow pending definitive agreements.
If those agreements are signed, the initial payment will count towards the proposed US$800,000 placement, with the balance payable on signing and shares priced at a 15% premium to the preceding 25-day volume-weighted average price.
The placement proceeds are earmarked for Greenwing’s outstanding deferred payments to the project vendor, rather than directly funding the planned drilling program.
Atana would first spend an estimated US$300,000 on technical work to earn 5%, followed by an estimated US$4m drilling and resource expansion phase taking its cumulative interest to 15%.
A subsequent estimated US$11m program of geophysics, drilling and studies, including a preliminary feasibility study, would lift Atana’s aggregate project interest to 37.5% if the required milestones are completed.
Post-PFS Purchase Option
Following the PFS, Atana would have the option to acquire Greenwing’s remaining 62.5% for US$125m, with the terms also allowing Greenwing to buy back up to 10% in agreed circumstances.
Atana’s earned interest would carry matching project offtake rights at market-based prices, while Greenwing could repurchase that interest for half of Atana’s sunk costs if the final earn-in phase is not completed within the specified period.
“We believe the proposed transaction provides that pathway, together with a clearly defined opportunity to realise significant value from the project for shareholders whilst preserving shareholder equity,” managing director Peter Wright said.
“We are particularly pleased to be aligning the project and the company with the US economy at a time when it is becoming increasingly aware of the need to source critical minerals, including lithium, to sustain its economy and critical supply chains that underpin it.”
“In parallel, Argentina is increasingly being viewed as a key counterparty for this critical supply via a series of material bilateral agreements, [and] we look forward to the road ahead with Atana.”
San Jorge Development
San Jorge has a previously estimated mineral resource of 1.07 million tonnes of lithium carbonate equivalent at 195 milligrams per litre lithium, comprising 0.67Mt Indicated and 0.40Mt Inferred.
An April geophysical interpretation suggested the brine-bearing system could extend to approximately 1,000 metres depth, compared with a maximum drilled depth of 402m, with further drilling required to test that interpretation.
The brine system remains open to the north, west, and at depth, and Greenwing has been progressing a scoping study and testing of representative brines with direct lithium extraction pilot partners.
Greenwing considers the partnership a means of accessing project-level capital rather than relying solely on listed-company equity financing, while maintaining ownership of its Que River polymetallic project in Tasmania and Graphmada graphite mine in Madagascar.
For now, the parties intend to finalise binding documentation during the exclusivity period.
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