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Elevra (ELVR) exits Ewoyaa lithium project in US$71m Huayou deal

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Form Type
6-K

Rhea-AI Filing Summary

Elevra Limited has agreed to sell all of its rights and interests, including offtake rights, in the Ewoyaa Lithium Project in Ghana to Zhejiang Huayou Cobalt for approximately US$71 million in cash before fees and taxes. Completion is expected by the end of Q1FY27, subject to Ghanaian regulatory approvals.

The deal is independent of Huayou’s separate plan to acquire Atlantic Lithium’s Ewoyaa interest for US$210 million. Elevra highlights that exiting Ewoyaa removes ongoing development funding obligations and simplifies its joint venture and offtake structure, allowing greater strategic focus on its North American lithium assets. Management expects the cash proceeds to enhance balance sheet and financial flexibility to advance other growth projects.

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Insights

Elevra monetizes a non-core lithium asset for cash while refocusing on North America.

Elevra is selling its entire interest, including offtake rights, in the Ewoyaa Lithium Project to Huayou for about US$71 million in cash. The transaction is subject to Ghanaian regulatory approvals and targeted to close by the end of Q1FY27.

The company states that the sale removes “onerous” Ewoyaa development funding obligations and simplifies a complex joint venture and offtake structure. This concentrates management and capital on North American assets in Québec and the United States, consistent with Elevra’s positioning as a North American lithium producer.

Management also indicates the gross proceeds will support near‑term development activities and provide additional balance sheet flexibility. The actual financial impact will depend on fees, taxes, final closing, and how effectively Elevra deploys the cash across its other lithium projects over subsequent reporting periods.

Ewoyaa sale proceeds US$71 million cash (before fees and taxes) Consideration for Elevra’s Ewoyaa Project rights and interests
Atlantic Lithium scheme value US$210 million cash Huayou’s proposed acquisition of Atlantic’s Ewoyaa interest
Atlantic shares held by Elevra 32,517,598 shares Approximately 4.1% of Atlantic Lithium’s outstanding shares
Expected completion timing End of Q1FY27 Target closing date for Ewoyaa sale, subject to approvals
Regulatory condition Ghanaian regulatory approvals Closing condition for Elevra–Huayou Ewoyaa transaction
offtake rights financial
"Huayou has agreed to purchase all of Elevra's rights and interests, inclusive of Elevra's offtake rights, in the Ewoyaa Project."
A contractual right allowing a buyer to purchase a future share or all of a producer’s output (such as minerals, energy, or manufactured goods) at agreed terms. Like pre-ordering and locking in supply from a factory, offtake rights give the seller predictable revenue and the buyer assured access to product. Investors watch them because they reduce sales risk, help secure project financing, and can materially affect a company’s future cash flow and valuation.
Scheme Implementation Deed regulatory
"Huayou has entered into a binding Scheme Implementation Deed with Atlantic Lithium Limited to acquire 100% of Atlantic’s interest."
A scheme implementation deed is the legal agreement that sets out how a court-approved plan to reorganize or transfer a company will actually be carried out, acting like a detailed recipe or blueprint for the steps, timings and responsibilities needed to complete the deal. Investors care because it binds the parties to specific actions that affect ownership, shareholder rights and payments, and it determines when and how the financial changes they expect will occur.
Scheme of Arrangement regulatory
"to acquire 100% of Atlantic’s interest in the Ewoyaa Project via a Scheme of Arrangement for US$210 million in cash."
A scheme of arrangement is a legal agreement between a company and its shareholders or creditors to reorganize or settle debts, often to avoid bankruptcy or make big changes. It’s like a carefully planned handshake that everyone agrees to, helping the company stay afloat or improve its financial health.
foreign private issuer regulatory
"Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16."
A foreign private issuer is a company organized outside the United States that meets tests showing it is primarily foreign-controlled and therefore qualifies for a different set of U.S. reporting rules. For investors, that means the company files less frequent or differently formatted disclosures with U.S. regulators and may follow home-country accounting and governance practices, so buying its stock is like dining at a well-reviewed restaurant that follows its home kitchen’s rules instead of the local menu — you get access but should check what standards apply.
joint venture ownership framework financial
"simplifying the corporate and operational structure by removing complexities associated with Ewoyaa's joint venture ownership framework and offtake arrangements."

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FAQ

What transaction did Elevra (ELVR) announce regarding the Ewoyaa Lithium Project?
Elevra announced an agreement to sell all its rights and interests, including offtake rights, in the Ewoyaa Lithium Project in Ghana to Zhejiang Huayou Cobalt for approximately US$71 million in cash, before fees and taxes, upon closing of the transaction.

How much cash will Elevra (ELVR) receive from the Ewoyaa Project sale?
Elevra expects to receive approximately US$71 million in cash before fees and taxes when the Ewoyaa transaction with Zhejiang Huayou Cobalt closes. The company says these gross proceeds will enhance financial flexibility and support the advancement of its other lithium growth projects in North America.

When is Elevra’s Ewoyaa transaction with Huayou expected to be completed?
Completion of Elevra’s transaction with Zhejiang Huayou Cobalt is expected by the end of Q1FY27. The agreement remains subject to Ghanaian regulatory approvals, and closing will occur once those conditions are satisfied and other agreed terms have been fulfilled by the parties.

Is Elevra’s sale of its Ewoyaa interest contingent on Huayou acquiring Atlantic Lithium?
No, Elevra’s sale of its Ewoyaa interest to Zhejiang Huayou Cobalt is not contingent on Huayou’s proposed acquisition of Atlantic Lithium. The filing states explicitly that Huayou’s acquisition of Elevra’s Ewoyaa interests is independent of Huayou’s separate scheme to acquire Atlantic’s Ewoyaa stake.

What strategic benefits does Elevra (ELVR) highlight from exiting the Ewoyaa Project?
Elevra states that selling its Ewoyaa interests improves financial flexibility, removes ongoing and “onerous” development funding obligations, and simplifies its portfolio by eliminating joint venture and offtake complexities. Management says this allows a sharper strategic focus on the company’s core North American lithium assets and growth projects.

What is Huayou paying Atlantic Lithium for its Ewoyaa interest, and how is Elevra involved?
Zhejiang Huayou Cobalt has a binding Scheme Implementation Deed with Atlantic Lithium to acquire 100% of Atlantic’s Ewoyaa interest for US$210 million in cash. Elevra owns 32,517,598 Atlantic shares, about 4.1% of Atlantic, but its own Ewoyaa sale to Huayou is a separate, non‑contingent transaction.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


Form 6-K


REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of May 2026

Commission File Number 001-42819
ELEVRA LITHIUM LIMITED
(Translation of registrant’s name into English)

Level 3,
10 Eagle Street
Brisbane, Queensland 4000
Australia
(Address of principal executive office)


Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F  ☒
Form 40-F  ☐


ASX ANNOUNCEMENT
11 May 2026

Elevra Announces Agreement to Sell Ewoyaa Project Interest

North American lithium producer Elevra Lithium Limited ("Elevra" or "Company") (ASX:ELV; NASDAQ:ELVR) is pleased to announce that it has entered into an agreement to sell its interest in the Ewoyaa Lithium Project ("Ewoyaa Project") in Ghana to Zhejiang Huayou Cobalt Co, Ltd. ("Huayou"). Upon closing of the transaction, expected in Q1FY27, Elevra will receive approximately US$71 million (before fees and taxes) in cash.

Under the terms of the agreement, Huayou has agreed to purchase all of Elevra's rights and interests, inclusive of Elevra's offtake rights, in the Ewoyaa Project. As announced to the ASX1, Huayou has entered into a binding Scheme Implementation Deed with Atlantic Lithium Limited (ASX:A11) ("Atlantic") to acquire 100% of Atlantic’s interest in the Ewoyaa Project via a Scheme of Arrangement for US$210 million in cash, payable at closing. Elevra currently owns 32,517,598 shares in Atlantic, or approximately 4.1% of the outstanding shares. Importantly, Huayou’s acquisition of Elevra’s interests in the Ewoyaa Project is not contingent on Huayou’s acquisition of Atlantic Lithium.

Selling its interests in the Ewoyaa Project allows Elevra to sharpen its focus on core North American assets while simplifying the corporate and operational structure by removing complexities associated with Ewoyaa's joint venture ownership framework and offtake arrangements. The sale also eliminates Elevra's ongoing funding commitment to develop the Ewoyaa Project.

Proceeds from the transaction will provide Elevra with additional financial flexibility and are expected to support the advancement of the Company's other growth projects to create long-term shareholder value.

Completion of Elevra’s transaction with Huayou remains subject to Ghanaian regulatory approvals and is expected to be completed by the end of Q1FY27.

Elevra’s Chief Executive Officer and Managing Director, Lucas Dow, said: "The sale of our interest in the Ewoyaa Project improves financial flexibility and allows us to sharpen our strategic focus on our North American assets. Importantly, it removes onerous development funding obligations and simplifies our portfolio by eliminating the structural complexities associated with Ewoyaa's ownership structure. The US$71m in gross proceeds will underpin further balance sheet flexibility as we pursue near term development activities that will strengthen our position as a leading North American lithium producer."

BMO Capital Markets’ acted as financial advisor in respect of the transaction.

Announcement authorised for release by Elevra’s Board of Directors.


1 Atlantic Lithium Limited announcement dated 7 May 2026 titled "Atlantic Lithium enters into a Binding Scheme of Implementation Deed with Zhejiang Huayou Cobalt".

ELEVRA LITHIUM  •  Level 3, 10 Eagle Street  •  Brisbane QLD 4000  •  Australia
+61 7 3369 7058  •  info@elevra.com  •  ASX:ELV  |  NASDAQ:ELVR  •  ABN 26 091 951 978		 elevra.com


About Elevra Lithium

Elevra Lithium Limited is a North American lithium producer (ASX:ELV; NASDAQ:ELVR) with projects in Québec, Canada, United States, and Western Australia.

In Québec, Elevra’s assets comprise North American Lithium (100%) and a 60% stake in the Moblan Lithium Project in Central Québec. In the United States, Elevra has the Carolina Lithium project (100%).

In Western Australia, the Company holds a large tenement portfolio in the Pilbara region prospective for gold and lithium.

For more information, please visit us at www.elevra.com

For more information, please contact:

Andrew Barber

Investor Relations

PH: +617 3369 7058

ELEVRA LITHIUM
 2
SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 
ELEVRA LITHIUM LIMITED
 

Date: May 11, 2026
By:
/s/ Dylan Roberts
 
Name: Dylan Roberts
   
Title: Company Secretary and General Counsel


Source: View Original Filing on SEC EDGAR