Jindalee’s US Lithium Assets Valued at $500M in Proposed SPAC Deal

Jindalee Lithium has signed a non-binding LOI to merge its US lithium assets with a US SPAC, aiming to list on a national exchange and unlock significant funding for its McDermitt Project.

  • Non-binding LOI signed with US SPAC Constellation Acquisition Corp. I
  • Transaction values Jindalee’s US assets at US$500 million
  • Planned capital raise of US$20-30 million including US$4 million from Antarctica Capital
  • New entity to list on a US national securities exchange, targeting 1H 2026 completion
  • Jindalee shareholders to retain majority ownership and board representation
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Strategic Move to US Capital Markets

Jindalee Lithium Limited has taken a significant step towards expanding its footprint in the US lithium sector by signing a non-binding Letter of Intent (LOI) with Constellation Acquisition Corp. I, a US-based special purpose acquisition company (SPAC). This proposed merger involves Jindalee’s wholly owned US subsidiary, HiTech Minerals Inc., which holds the McDermitt Lithium Project in Oregon, one of the largest lithium resources in the United States.

The deal, if completed, would create a new publicly listed entity (NewCo) on a US national securities exchange, providing Jindalee with direct exposure to the US capital markets and a valuation of approximately US$500 million for its US assets. This move follows a competitive strategic review process and reflects growing investor interest in domestic critical minerals projects amid strong US government support.

Funding and Development Implications

The transaction contemplates a capital raise between US$20 million and US$30 million, with Antarctica Capital, the sponsor of Constellation, committing US$4 million. This injection of capital is expected to accelerate the McDermitt Project’s feasibility study and development timeline, positioning it to benefit from recent US initiatives aimed at fast-tracking critical minerals projects, including its designation as a FAST-41 Transparency Project.

Jindalee’s Managing Director Ian Rodger highlighted the strategic importance of this partnership, noting the high level of US investor interest and the opportunity to leverage the US government’s focus on domestic critical minerals supply chains. The new structure will allow Jindalee shareholders to maintain majority ownership, over 80%, and significant board representation in NewCo, ensuring continued influence over the project’s direction.

Risks and Next Steps

While the LOI marks a promising development, it remains non-binding and subject to extensive due diligence, shareholder approvals, regulatory consents, and customary closing conditions. The parties have a 90-day exclusivity period to negotiate a binding Business Combination Agreement, with completion targeted for the first half of 2026.

Investors should be mindful that there is no guarantee the transaction will close or that NewCo’s shares will trade at the implied valuation. Regulatory hurdles include approvals from the US Securities and Exchange Commission, ASX, and the relevant US stock exchange, as well as antitrust clearances. Jindalee is also continuing to explore complementary mineral opportunities alongside this transaction.

Broader Market Context

This development comes at a time when lithium demand is surging globally, driven by the electric vehicle and battery storage sectors. The McDermitt Project’s scale and strategic location in the US make it a critical asset in the race to secure domestic supply chains for critical minerals. Listing on a US exchange could unlock greater liquidity and visibility, attracting a broader investor base aligned with the US government’s industrial policy priorities.

Bottom Line?

Jindalee’s US SPAC merger could unlock vital funding and market access, but execution risks remain ahead.

Questions in the middle?

  • Will the binding Business Combination Agreement be signed within the exclusivity period?
  • How will NewCo’s shares perform upon listing compared to the US$500 million valuation?
  • What additional strategic opportunities might Jindalee pursue alongside the McDermitt Project?