International Lithium Closes $1,180,000 Private Placement
April 18, 2018 (Source) — International Lithium Corp. (TSXV: ILC) (the “Company” or “ILC“), announces that it has closed the previously announced non-brokered private placement (the “Private Placement“) of a secured convertible debenture (the “Debenture“) in the principal amount of up to $1,180,000 with John Wisbey, Chairman, CEO and a significant shareholder of the Company. The Debenture will mature on June 30, 2019 and bear interest at a rate of 15% per annum, payable quarterly. The debentureholder may convert at any time, all or a portion of the convertible loan principal into common shares of the Company at a price of $0.085 per common share. Should Debenture conversion take place more than one year after closing, the conversion price will be $0.10 per common share.
Proceeds of the Private Placement will be used for:
- Payment of creditors and other working capital needs.
- To fund the Company’s portion of operating expenses on the Mariana lithium project joint venture, of which the Company’s share remains at 17.246%.
- Repayment of up to $400,000 of convertible debentures that are due in April 2018.
The Debenture will be secured by a general security agreement against the Company’s assets. All private placement securities will be restricted from trading for a period of four months and one day from closing.
Mr. Wisbey currently owns or controls 2,269,000 common shares of the Company, representing 2.40% of the 94,595,902 outstanding shares, and securities convertible or exercisable into 18,138,296 common shares. Should the $1,180,000 Debenture and all other securities be converted by Mr. Wisbey, he would own 20,407,296 shares, representing 18.10% on a diluted basis, calculated on the basis of no other securities of the same class being converted or exercised by any other holder. On the assumption that all outstanding convertible and other securites are converted or exercised, Mr. Wisbey’s shareholding would be 15.85% of the then 128,770,398 shares on a fully diluted basis. If the new convertible debenture were converted in full, Mr. Wisbey would become the largest shareholder of the Company.
The Company has the right to give notice of repayment of the convertible debenture, at any time after three months from the date of advance, although in this event the debenture holder has the right to convert into shares rather than receiving repayment.
The issuance of private placement securities to non-arms’ length parties constitutes a related-party transaction under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101“). Because the Company’s shares trade only on the TSX Venture Exchange, the issuance of securities is exempt from the formal valuation requirements of Section 5.4 of MI 61-101 pursuant to Subsection 5.5(b) of MI 61-101 and exempt from the minority approval requirements of Section 5.6 of MI 61-101 pursuant to Section 5.7(b). The Company did not file a material change report 21 days prior to the closing of the private placement because the Company wished to complete the Private Placement in a timely manner.
About International Lithium Corp.
International Lithium Corp. has a significant portfolio of projects, strong management, and a strategic partner and keystone investor, Jiangxi Ganfeng Lithium Co. Ltd., (“Ganfeng Lithium”) a leading China-based lithium product manufacturer.
The Company’s primary focus is the strategic stake in the Mariana lithium-potash brine project located within the renowned South American “Lithium Belt” that is the host to the vast majority of global lithium resources, reserves and production. The Mariana project strategically encompasses an entire mineral rich evaporite basin, totaling 160 square kilometres that ranks as one of the more prospective salars or ‘salt lakes’ in the region. Current ownership of the project is through a joint venture company, Litio Minera Argentina S. A., a private company registered in Argentina, ownership of which will be revised shortly to 82.754% by Ganfeng Lithium and 17.246% by ILC in order to reflect each party’s current JV interest. In addition, ILC has an option to acquire 10% in the Mariana project through a back-in right.
Complementing the Company’s lithium brine project are three rare metals pegmatite properties in Canada known as the Mavis, Raleigh, and Forgan projects, and the Avalonia project in Ireland, which encompasses an extensive 50km-long pegmatite belt.
The ownership of the Avalonia project is currently 55% GFL and 45% ILC. GFL have an option to earn an additional 24% by either incurring CDN$10 million expenditures on exploration activities or delivering a positive feasibility study on the project, at which time the ownership will be 79% GFL and 21% ILC.
The Mavis and Raleigh projects are under option to strategic partner Pioneer Resources Limited pursuant to which Pioneer can acquire up to a 51% interest in the projects.
The Mavis, Raleigh and Forgan projects together form the basis of the Company’s Upper Canada Lithium Pool designated to focus on acquiring numerous prospects with previously reported high concentrations of lithium in close proximity to existing infrastructure.
With the increasing demand for high tech rechargeable batteries used in vehicle propulsion technologies and portable electronics, lithium is paramount to tomorrow’s “green tech”, sustainable economy. By positioning itself with solid strategic partners and projects with significant resource potential, ILC aims to be one of the green tech resource developers of choice for investors and to continue to build value for its shareholders.
International Lithium Corp.’s mission is to find, explore and develop projects that have the potential to become world-class lithium, potash and rare metal deposits. A key goal is to become a well funded company to turn that aspiration into reality.
On behalf of the Company,
Chairman and CEO
Neither 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 release.
Cautionary Statement Regarding Forward-Looking Information
Except for statements of historical fact, this news release contains certain “forward-looking information” within the meaning of applicable securities law. Forward-looking information or forward-looking statements in this news release may include: the timing and anticipated results of drilling on the Mavis Lake Project, the expectation of feasibility studies, lithium recoveries, modeling of capital and operating costs, results of studies utilizing membrane technology at the Mariana Project, budgeted expenditures and planned exploration work on the Avalonia JV, and continued agreement between the Company and Jiangxi Ganfeng Lithium Co. Ltd. regarding the Company’s percentage interest in the Mariana project. Such forward-looking information is based on a number of assumptions and subject to a variety of risks and uncertainties, including but not limited to those discussed in the sections entitled “Risks” and “Forward-Looking Statements” in the interim and annual Management’s Discussion and Analysis which are available at www.sedar.com. While management believes that the assumptions made are reasonable, there can be no assurance that forward-looking statements will prove to be accurate. Should one or more of the risks, uncertainties or other factors materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described in forward-looking information. Forward-looking information herein, and all subsequent written and oral forward-looking information are based on expectations, estimates and opinions of management on the dates they are made that, while considered reasonable by the Company as of the time of such statements, are subject to significant business, economic and competitive uncertainties and contingencies. These estimates and assumptions may prove to be incorrect and are expressly qualified in their entirety by this cautionary statement. Except as required by law, the Company assumes no obligation to update forward-looking information should circumstances or management’s estimates or opinions change.
This news release does not constitute an offer to sell or a solicitation of an offer to sell any of the securities in the United States. The securities referred to herein have not been and will not be registered under the United States Securities Act of 1933, as amended or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
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