Chengdu Tianqi and China Investment Corporation enter into agreements relating to the acquisition of Talison Lithium

Chengdu Tianqi and China Investment Corporation enter into agreements relating 
to the acquisition of Talison Lithium 
TORONTO, Feb. 25, 2013 /CNW/ - Chengdu Tianqi Industry (Group) Co., Ltd. 
("Tianqi") today announced that it, along with its wholly-owned subsidiary 
Windfield Holdings Pty Ltd. ("Windfield"), have entered into agreements with 
Leader Investment Corporation ("Leader"), a subsidiary of China Investment 
Corporation ("CIC") in relation to Windfield's previously announced proposed 
acquisition of Talison Lithium Limited ("Talison") by way of a scheme of 
arrangement (the "Transaction"). Under these agreements, CIC, through Leader, 
has committed to fund Windfield with approximately C$300 million of long term 
equity in exchange for an approximately 35%, non-controlling equity interest 
in Windfield to support the Transaction. CIC has also received formal advice 
from Australia's Foreign Investment Review Board that the Australian 
Government has no objections to CIC's investment in Windfield through Leader. 
Windfield believes that CIC's investment is positive for the management and 
staff of Talison as CIC supports Windfield's views on Talison and its existing 
management team. Windfield views this arrangement as an opportunity to 
successfully grow and add value to Talison's existing business and customer 
relationships, including through continued product innovation. CIC is also 
supportive of Talison's evaluation of the construction of a minerals 
conversion plant in Western Australia to produce lithium carbonate and notes 
that Tianqi has technical and marketing expertise that can assist Talison in 
this regard. 
The agreements contain certain provisions relating to, among other things, (i) 
the subscription by Leader for shares in Windfield, (ii) the governance of 
Windfield, Talison and their subsidiaries, (iii) representation on the board 
of directors of Windfield and Talison, (iv) the disposition of securities by 
the parties, (v) confidentiality and non-disclosure of information; (vi) 
indemnities and limitations of liabilities, and (vii) certain covenants, 
representations and warranties of the parties. 
Tianqi, and a wholly owned subsidiary, have also entered into loan agreements 
for US$200m from Credit Suisse AG, US$120m from Industrial and Commercial Bank 
of China Ltd and US$50m from Twenty Two Dragons Ltd (a company owned by ADM 
Capital) in accordance with the funding obligations under the Scheme 
Implementation Agreement between Talison and Windfield. This funding structure 
does not impact Tianqi's previously obtained approvals from China's National 
Development and Reform Commission ("NDRC"), China's Ministry of Commerce 
("MOFCOM") and China's State Administration of Foreign Exchange ("SAFE") for 
the acquisition of Talison and the approval previously received from 
Australia's Foreign Investment Review Board ("FIRB"). 
Tianqi, via its subsidiary Sichuan Tianqi Lithium Industries, Inc. ("Tianqi 
Lithium"), is the world's largest hard rock lithium converter. With over ten 
years experience in the research, production and sales of lithium chemicals, 
Tianqi Lithium offers a diverse portfolio of products ranging from carbonate 
to lithium metals, in order to meet almost all kinds of raw material demands 
from battery producers. Tianqi Lithium holds a significant market share and is 
one of the most important raw material providers for the clean energy industry 
in China. 
Tianqi has enjoyed a strong and mutually beneficial relationship with Talison 
and its predecessors since 1997. Tianqi (through subsidiaries) currently 
purchases approximately 40% of the chemical grade lithium concentrate produced 
by Talison and is the sole distributor in China of Talison's technical grade 
lithium concentrate. 
An early warning report will be filed on SEDAR and will be available for 
review at under Talison's profile. 
Tianqi's financial adviser is RedBridge Grant Samuel, its tax and accounting 
adviser is PricewaterhouseCoopers, and its legal advisers are Linklaters and 
ZhongLun in China, Allens in Australia and Stikeman Elliott in Canada. 
Further Information About Tianqi: 
Tianqi is a privately held Chinese company founded in 2003. Its business 
activities are primarily conducted through the following subsidiaries: 

    --  Sichuan Tianqi Lithium Industries, Inc. - a Chinese company
        listed on the Shenzhen Stock Exchange, engaged in the
        production of lithium carbonate and other lithium products from
        chemical-grade lithium concentrates sourced from Talison;
    --  Sichuan Tianqi Industry Co., Ltd. - a distributor of technical
        grade lithium concentrates, as the sole distributor for Talison
        in China;
    --  Chengdu Tianqi Machinery - provides spare parts and accessories
        for machinery and electrical equipment used in the
        construction, packing and agriculture sectors; and
    --  Chengdu Sendasun Agricultural Machinery Co., Ltd. - undertakes
        research, development, manufacturing and sales of agricultural

Tianqi and its subsidiaries conduct their operations mainly from China, but 
have customers, business partners and suppliers in various countries around 
the world, including Europe, Australia, the United States and Japan.

More information about Tianqi is available from the following website:

Further Information About CIC:

CIC is an investment institution incorporated in accordance with the PRC 
Company Law. It seeks stable and long-term financial returns within its risk 
tolerance and operates on a commercial basis.

For more information, please refer to CIC's website:

Australia Greg Baxter, Kreab Gavin Anderson +61 2 9552 4499 +61 419 461 368  Canada Joshua Goldman-Brown, Kreab Gavin 
Anderson +1 646 490 2767  

SOURCE: Chengdu Tianqi Industry Group Co., Ltd

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CO: Chengdu Tianqi Industry Group Co., Ltd
ST: Ontario

-0- Feb/25/2013 13:00 GMT

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