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Lithium Ionic Corp. ( TSXV: LTH,OTC:LTHCF; OTCQB: LTHCF; FSE: H3N ) ("Lithium Ionic" or the "Company") reports that is has closed the second and final tranche (the "Second Tranche") of its previously announced non-brokered private placement financing. Together with the first tranche, which closed on September 29, 2025, the Company has issued an aggregate of 26,090,130 units (the "Units") at a price of $0.70 per Unit for total gross proceeds of $18,263,091 (the "Offering"). The Second Tranche consisted of 7,739,989 Units for gross proceeds of $5,417,992.
Each Unit is comprised of one common share in the capital of the Company (each a "Common Share") and one Common Share purchase warrant (each, a "Warrant"). Each Warrant entitles the holder to purchase one Common Share at an exercise price of $0.90 per Common Share for a period of 24 months following the date hereof.
The Company plans to use the aggregate net proceeds of the Offering for development of its Brazilian properties and general corporate purposes.
The securities being issued pursuant to the Offering are subject to a four-month hold period under applicable securities laws. The Offering is subject to certain conditions including, but not limited to, the receipt of all necessary approvals including the approval of the TSX Venture Exchange ("TSXV"). The Company did not pay any finder's fees in connection with the Offering.
Certain insiders of the Company acquired 947,929 Units in the Second Tranche (the "Insider Participation"). The Insider Participation constitutes a "related party transaction" as defined under Multilateral Instrument 61 101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Insider Participation is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of the Units subscribed for by the insiders, nor the consideration for the Units paid by such insiders, exceeds 25% of the Company's market capitalization.
The securities being offered have not, nor will they be registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent U.S. registration or an applicable exemption from the U.S. registration requirements. This release does not constitute an offer for sale of securities in the United States.
RTEK Compensation for Completed Feasibility Study
The Company intends to issue 7,790,109 Common Shares to RTEK International DMCC ("RTEK") pursuant to the services agreement dated April 2, 2025 between the Company and RTEK (the "Shares for Services"). The Shares for Services are consideration for RTEK's support with the successful completion of the Company's NI 43-101 feasibility study announced on September 17, 2025 and targeted CAPEX reduction of USD$75.2 million from the Company's May 2024 feasibility study. The Shares for Services is subject to the approval of the TSXV.
On behalf of the Board of Directors of Lithium Ionic Corp.
Blake Hylands
Chief Executive Officer, Director
About Lithium Ionic Corp.
Lithium Ionic is a Canadian mining company exploring and developing its lithium properties in Brazil. Its flagship Itinga and Salinas projects cover 14,668 hectares in the northeastern part of Minas Gerais state, a mining-friendly jurisdiction that is quickly emerging as a world-class hard-rock lithium district. The Itinga Project is situated in the same region as CBL's Cachoeira lithium mine, which has produced lithium for +30 years, as well as Sigma Lithium Corp.'s Grota do Cirilo project, which hosts the largest hard-rock lithium deposit in the Americas.
Investor and Media Inquiries:
+1 647.316.2500
info@lithiumionic.com
Cautionary Note Regarding Forward-Looking Statements
This press release contains statements that constitute "forward-statements." Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the Company's actual results, performance or achievements, or developments to differ materially from the anticipated results, performance or achievements expressed or implied by such forward-looking statements. Although the Company believes, in light of the experience of its officers and directors, current conditions and expected future developments and other factors that have been considered appropriate that the expectations reflected in this forward-looking information are reasonable, undue reliance should not be placed on them because the Company can give no assurance that they will prove to be correct. When used in this press release, the words "estimate", "project", "belief", "anticipate", "intend", "expect", "plan", "predict", "may" or "should" and the negative of these words or such variations thereon or comparable terminology are intended to identify forward-looking statements and information. The forward-looking statements and information in this press release include information relating to the prospectivity and development of the Company's mineral properties, the Second Tranche and the Offering, the use of proceeds of the Offering, the Shares for Services and the Company's future plans. Such statements and information reflect the current view of the Company. Risks and uncertainties that may cause actual results to differ materially from those contemplated in those forward-looking statements and information. By their nature, forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements, or other future events, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. The forward-looking information contained in this news release represents the expectations of the Company as of the date of this news release and, accordingly, is subject to change after such date. Readers should not place undue importance on forward-looking information and should not rely upon this information as of any other date. The Company undertakes no obligation to update these forward-looking statements in the event that management's beliefs, estimates or opinions, or other factors, should change.
Information and links in this press release relating to other mineral resource companies are from their sources believed to be reliable, but that have not been independently verified by the Company.
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