Item 1.01 Entry into a Material Definitive Agreement.
On March 27, 2020 (PRC time), Qinghai Zhongtain Boron & Lithium Technology Co.,
Ltd. ("Qinghai"), a wholly owned subsidiary of Lithium & Boron Technology, Inc.
("LBTI") entered into an Investment Cooperation Agreement, Memorandum of
Cooperation and Licensing Agreement with Xi'an Jinzang Membrane Environmental
Protection Technology Co., Ltd. (Xi'an Jinzang) to produce up to 20,000 tons of
battery grade lithium hydroxide and 10,000 tons of lithium carbonate annually,
subject to funding. The parties will form a joint venture company to process
brine supplied by Qinghai. Qinghai will own 51% of the joint venture and Xi'
Jinzang will own the remaining 49%. The agreements set forth various funding
requirements, licensing arrangements and project milestones by the parties. LBTI
expects that a total of $40 million USD will be required to meet the initial
annual production target of 3,000 tons of lithium hydroxide by the second
quarter of 2021. The joint venture will require additional funding of
approximately $340 million USD to reach full production capacity. The agreements
outline additional responsibilities of the parties to contribute mineral
resources and technology to the joint venture as well as arrangements for
corporate governance, liability for breaches of the agreements, confidentiality
provisions and mutual covenants, representations and warranties.
The description of the Investment Cooperation Agreement, Memorandum of
Cooperation and Licensing Agreement referred to above is not complete and is
qualified by reference to Exhibits 10.33, 10.34 and 10.35 filed herewith and is
incorporated by reference hereto.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
Exhibit Description
10.33 Investment Cooperation Agreement between Xi'an Jinzang Membrane
Environmental Protection Technology Co., Ltd. dated March 28, 2020
10.34 Memorandum of Cooperation between Xi'an Jinzang Membrane Environmental
Protection Technology Co., Ltd. dated March 28, 2020
10.35 License Agreement for Comprehensive Utilization of Dachaidan Salt Lake
Resources between Xi'an Jinzang Membrane Environmental Protection
Technology Co., Ltd. dated March 28, 2020--------------------------------------------------------------------------------
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