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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 first tranche of its previously announced non-brokered private placement financing of 18,350,141 units (the "Units") at $0.70 per Unit for gross proceeds of $12,845,098 (the "First Tranche") announced on September 22, 2025 and September 25, 2025. The Company is announcing a final upsize of the private placement which shall now be comprised of up to 26,080,141 Units at $0.70 per Unit for gross proceeds of up to $18,256,099 (the "Upsized Offering"). The books are closed on the Upsized Offering and Lithium Ionic expects to close the final tranche of the Upsized Offering on or about October 3, 2025.
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 shall entitle 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 of issuance.
The Upsized Offering was backed by Martin Rowley, a recognized leader in the lithium industry and a proven builder of multi-billion-dollar mining companies, members of RTEK International DMCC ("RTEK"), an experienced team of lithium veterans recognized for successfully designing and developing projects worldwide, as well as key strategic shareholders.
The Company plans to use the aggregate net proceeds of the for development of its Brazilian properties and general corporate purposes.
The securities being issued pursuant to the Upsized Offering are subject to a four-month hold period under applicable securities laws. The Upsized 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").
Certain insiders of the Company are expected to acquire 912,179 Units in the Upsized Offering. Any participation by insiders in the Upsized Offering will constitute a "related party transaction" as defined under Multilateral Instrument 61 101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company expects such participation will be 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, is expected to exceed 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.
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 Upsized Offering, the use of proceeds of the Upsized Offering 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.
Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this press release.
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