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LithiumBank Resources Corp. (TSXV: LBNK,OTC:LBNKF) (OTCQX: LBNKF) ("LithiumBank'' or the "Company") is pleased to announce that the Company has closed a non-brokered private placement (the "Private Placement") for gross proceeds of $2,250,462 through the issuance of 3,750,770 Common shares of the Company (the "Shares") at an issue price of $0.60 per Share.
The Company intends to use the net proceeds of the Private Placement primarily for working capital and for general corporate purposes.
The Shares issued pursuant to the Private Placement are subject to a four-month hold period from the closing date of the Private Placement under applicable Canadian securities laws, in addition to such other restrictions as may apply under applicable securities laws of jurisdictions outside Canada.
The securities being issued in connection with the Private Placement have not been and will not be registered under the U.S. Securities Act and may not be offered or sold in the United States, or to, or for the account or benefit of, U.S. persons or persons in the United States, absent registration or an applicable exemption from the registration requirements. This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.
Multilateral Instrument 61-101
In connection with the Private Placement, Christopher Murray, a director of the Company, (the "Interested Party") participated in the Private Placement by purchasing 140,000 Shares (the "Insider Subscription") for $84,000 (representing approximately 3.7% of the proceeds from the Private Placement), bringing his aggregate shareholdings in the Company to 2,652,000 (representing approximately 3.9% of the issued and outstanding Shares post-closing). The Insider Subscription constituted a "related party transaction" within the meaning of Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions ("MI 61-101"). Notwithstanding the foregoing, the directors of the Company have determined that the Interested Party's participation in the Private Placement will be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 in reliance on the exemptions set forth in sections 5.5(a) and 5.7(1)(a) of MI 61-101. A material change report was not filed more than 21 days prior to closing of the Private Placement because the details of the Private Placement and the Insider Subscription therein had not been confirmed at that time.
About LithiumBank Resources Corp.
LithiumBank Resources Corp. (TSXV: LBNK,OTC:LBNKF) (OTCQX: LBNKF) is a publicly traded lithium company that is focused on developing its two flagship projects, Boardwalk and Park Place, in Western Canada. These projects host some of the largest lithium brine resources in North America. The Company holds 1,240,140 acres of brown-field brine hosted mineral licenses across three districts in Alberta and Saskatchewan. The Company has pilot tested multiple mature Direct Lithium Extraction ("DLE") technologies and has signed a Development Agreement for the Boardwalk project. This agreement includes binding DLE licensing terms with a Leading Energy Services and Technology Supplier to provide a cost-effective and commercially viable end-to-end solution. The Company is now working toward establishing commercial lithium production using a modular scale-up approach.
Contact:
Rob Shewchuk
CEO & Director
rob@lithiumbank.ca
(778) 987-9767
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release.
Cautionary Statement Regarding Forward Looking Statements: This news release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking statements relate to future events or future performance and reflect the expectations or beliefs of management of the Company regarding future events. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as "intends" or "anticipates", or variations of such words and phrases or statements that certain actions, events or results "may", "could", "should", "would" or "occur".
In making the forward-looking statements in this news release, LithiumBank has applied certain factors and assumptions that are based on LithiumBank's current beliefs as well as assumptions made by and information currently available to LithiumBank including, among other things, that the Company will use the net proceeds of the Private Placement as anticipated. Although LithiumBank considers these assumptions to be reasonable based on information currently available to it, they may prove to be incorrect, and the forward-looking statements in this news release are subject to numerous risks, uncertainties and other factors that may cause future results to differ materially from those expressed or implied in such forward-looking statements.
Readers are cautioned not to place undue reliance on forward-looking information. LithiumBank does not intend, and expressly disclaims any intention or obligation to, update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as required by law.
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