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Western Lithium USA (TSX:WLC) has closed its previously announced private placement of subscription receipts to Bangchak Petroleum for gross proceeds of $5 million.
Western Lithium USA (TSX:WLC) has closed its previously announced private placement of subscription receipts to Bangchak Petroleum for gross proceeds of $5 million.
As quoted in the press release:
The subscription/investment agreement between the Company and Bangchak in respect of the Private Placement contains adjustment provisions to protect Bangchak in the event the Company issues securities (prior to the earlier of the Shareholder Approval Subscription Receipt (as defined below) conversion date and September 14, 2015) at less than the Canadian dollar equivalent of the price per Subscription Receipt. These adjustment provisions were triggered upon the public announcement on June 30, 2015 by the Company of its proposed acquisition of Lithium Americas Corp. in exchange for common shares of the Company at a deemed price of C$0.64. As a result, upon satisfaction of the First Release Conditions and Second Release Conditions (as defined below) each Subscription Receipt will convert into 1.09375 common shares of the Company.
Of the Subscription Receipts, (a) 2,764,263 Subscription Receipts (the “Shareholder Approval Subscription Receipts”) will each be converted into 1.09375 common shares of the Company (subject to adjustment in certain circumstances) following satisfaction of all Toronto Stock Exchange listing requirements, including shareholder approval (the “First Release Conditions”); and (b) 6,449,948 Subscription Receipts (the “Performance Subscription Receipts”) will each be converted into 1.09375 common shares of the Company (subject to adjustment in certain circumstances) following satisfaction of certain conditions, including, but not limited to, satisfaction of the First Release Conditions and completion of trial runs for the production of high purity lithium carbonate at its demonstration plant in Germany in the fall of 2015 (the “Second Release Conditions”).
It is anticipated that the First Release Conditions will be satisfied towards the end of August 2015 and the Second Release Conditions are expected to be satisfied in the fall of 2015.