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LISBON, Portugal, Feb. 10, 2025 /PRNewswire/ — Lithium Africa Resources Corp. (“Lithium Africa” or the “Company“) is pleased to announce that it engaged 3L Capital Inc. (the “Lead Agent“) to act as the lead agent and sole bookrunner on behalf of a syndicate of agents (together with the Lead Agent, the “Agents“) in connection with a best efforts private placement offering (the “Brokered Offering“) of units of the Company (“Units“) for aggregate gross proceeds of up to $6,000,000.
Concurrently with the Brokered Offering, the Company will be completing a non-brokered private placement (the “NBPP“, and together with the Brokered Offering, the “Offering“) of Units on the same terms as the Brokered Offering. The Company anticipates that its largest shareholder, GFL International Co. Ltd (a subsidiary of Ganfeng Lithium) will subscribe for Units in the NBPP to maintain its 19% shareholding in the Company.
As part of the Offering, the Company will undertake to use its commercially reasonable best efforts to list the Class A common shares in the capital of the Company (a “Common Share“) for trading on a recognized stock exchange in Canada (the “Trigger Event“) on or before the date which is six (6) months following the Closing Date (the “Trigger Date“).
Each Unit in the Offering will be comprised of: (i) one (1) Common Share; (ii) one (1) Common Share purchase warrant of the Company (a “Warrant“); and (iii) one (1) special warrant of the Company (a “Special Warrant“).
Each Warrant will entitle the holder thereof to acquire one (1) Common Share (a “Warrant Share“) at a 30% premium to the price at which Units are sold under the Offering (the “Issue Price“) for a period of five (5) years following the Closing Date.
Each Special Warrant will entitle the holder thereof to receive, without payment of any further consideration and without further action on the part of the holder, and subject to customary adjustment provisions, 0.15 additional Common Shares (the “Penalty Shares“). The Special Warrants shall be automatically exercised, with no further action on the part of the holder (and for no additional consideration), on the first business day immediately following the Trigger Date. In the event the Trigger Event is completed on or before 5:00 p.m. (ET) on the Trigger Date, the Special Warrants will expire, and the Penalty Shares will not be issued.
The Company has granted the Agents the option to offer for sale up to an additional 15% in Units (the “Over-Allotment Option“), exercisable in whole or in part, at any time until 48 hours prior to the Closing Date.
In connection with the Brokered Offering, the Company has agreed to pay the Agents a fee comprising: (i) a cash fee equal to 7.0% of the gross proceeds raised from the sale of Units pursuant to the Brokered Offering (including Units issued upon exercise of the Over-Allotment Option); and (ii) such number of compensation options (the “Compensation Options“) as is equal to 7.0% of the total number of Units issued pursuant to the Brokered Offering (including Units issued upon exercise of the Over-Allotment Option). Each Compensation Option shall entitle the holder thereof to purchase one Unit at a price equal to the price at which Units were sold under the Offering for a period of three (3) years following the Closing Date.
It is currently anticipated that the proceeds of the Offering will be used for ongoing exploration and development of the Company’s portfolio of assets; evaluation and acquisition of additional prospective projects; preparation for a public listing on the recognized stock exchange in Canada during H2/2025; and ongoing corporate working capital and investor relations costs.
The Offering is scheduled to close on or around 31 March 2025, or on such other date as agreed upon with the Company and the Lead Agent (the “Closing Date“). Closing of the Offering is subject to the receipt of all necessary approvals.
The Company is not a reporting issuer in any province or territory in Canada and its securities are not listed on any stock exchange in Canada and there is currently no public market for its securities to be resold. As such, the Units (and the securities comprising thereof) will not be transferable under the laws of Canada, except pursuant to applicable statutory exemptions, until the date that is four months and a day after the date the Company becomes a reporting issuer in any province or territory of Canada (subject to any control person distribution restrictions) in accordance with National Instrument 45-102 – Resale of Securities
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act“) 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.
About Lithium Africa
Lithium Africa has consolidated a portfolio of hardrock pegmatite districts across five prospective regions covering over 2,500 km2 of exploration assets in Morocco, Ivory Coast, Guinea, Mali and Zimbabwe. The Company has established a 50/50 joint venture partnership with Ganfeng Lithium to jointly advance exploration in Africa (the “LAR-GFL JV“).
This investment model combines Lithium Africa’s world-class geological team, it’s network of African relationships with Ganfeng’s expertise in the lithium sector and its access to capital. The shared goal of the LAR-GFL JV is to unlock Africa’s untapped but immense geological potential together to deliver high quality spodumene in a sustainable manner into the next lithium cycle.
For further information:
Visit our website – www.li-africa.com
Connect via LinkedIn – www.linkedin.com/company/lithium-africa/
ON BEHALF OF THE BOARD
“Tyron Breytenbach“
Tyron Breytenbach
CEO, Lithium Africa Resources Corp.
Forward Looking Statements
Certain of the statements and information in this news release constitute “forward-looking statements” or “forward-looking information.” Any statements or information that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance (often, but not always, using words or phrases such as “expects”, “anticipates”, “believes”, “plans”, “estimates”, “intends”, “targets”, “goals”, “forecasts”, “objectives”, “potential” or variations thereof or stating that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved, or the negative of any of these terms and similar expressions) that are not statements of historical fact may be forward-looking statements or information. Forward-looking statements in this news release include, without limitation, statements relating to the Offering on the terms contemplated herein or at all, the anticipated use of proceeds from the Offering, the completion of the Trigger Event, and the Agents’ exercise of the Over-Allotment Option.
Forward-looking statements or information are subject to a variety of known and unknown risks, uncertainties and other factors that could cause actual events or results to differ from those reflected in the forward-looking statements or information, including, without limitation, the need for additional capital by the Company through financings, and the risk that such funds may not be raised; the speculative nature of exploration and the stages of the Company’s properties; the effect of changes in commodity prices; regulatory risks that development of the Company’s material properties will not be acceptable for social, environmental or other reasons; availability of equipment (including drills) and personnel to carry out work programs; and that each stage of work will be completed within expected time frames. This list is not exhaustive of the factors that may affect any of the Company’s forward-looking statements or information. Although the Company has attempted to identify important factors that could cause actual results to differ materially, there may be other factors that cause results not to be as anticipated, estimated, described or intended. Accordingly, readers should not place undue reliance on forward-looking statements or information.
The Company’s forward-looking statements and information are based on the assumptions, beliefs, expectations and opinions of management as of the date of this news release, and other than as required by applicable securities laws, the Company does not assume any obligation to update forward-looking statements and information if circumstances or management’s assumptions, beliefs, expectations or opinions should change, or changes in any other events affecting such statements or information.
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