International Lithium Announces Close of Private Placement and Loan Restructure
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DISSEMINATION IN THE UNITED STATES
NEWS RELEASE
International Lithium Announces Close of Private Placement
and Loan Restructure
Vancouver, B.C. January 26, 2021 International Lithium Corp. (the “ Company” or “ILC”) (TSX
Venture: ILC.V) is pleased to announce that it has closed the non-brokered private placement
(the “ Private Placement ”) of units (“Units”) announced on January 6, 2021, for proceeds of
$185,788. On closing, the Company issued 3,715,750 Units. Each Unit is comprised of one
common share and one-half of a share purchase warrant (each whole warrant being a “Warrant”),
with each Warrant exercisable into one common share until December 31, 2023 at an exercise
price of $0.075 per common share.
The proceeds of the private placement will be used for general and administrative expenses, and
working capital. All private placement securities will be restricted from trading for a period of four
months plus one day from closing.
Loan Restructure
The Company also announces that it has restructured its indebtedness, whereby the Company
will issue to certain insiders and other private investors of the Company (“Lenders”) an aggregate
of 60,355,000 bonus share purchase w arrants (the “ Bonus Warrants”) of the Company in
consideration of convertible debentures with a total principal value of CDN $3,017,750 being
substituted with non-convertible debt from the Lenders to the Company (the “Loans”). The Loans
bear interest of 12.5% per annum, payable semi-annually and mature on either June 30, 2022 or
September 30, 2023, as elected by the Lenders.
Each Bonus Warrant will entitle the holder to purchase one common share of the Company at an
exercise price of CDN $0.05 per share and will be subject to a trading hold period expiring four
months from the date of issue, under applicable securities laws. The Loans may be repaid prior
to their maturity without penalty; however, if a Loan is reduced or repaid during the first year of its
term, a pro rata number of the total Bonus Warrants will have their term reduced to the later of
one year from issuance of the Bonus Warrants and 30 days from the reduction or repayment of
the Loan. The number of shares that would result from the exercise of the Bonus Warrants is
identical to the number of shares that would have been issued had the same principal of
convertible debentures been extended at a conversion price of $0.05 and then converted.
725 Granville Street, Suite 400
Vancouver, British Columbia
V7Y 1G5, Canada
T: +1-604-449-6520
www.internationallithium.com
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The Loans, related Bonus Warrants and Units (to the extent subscribed for by insiders) constitute
“related party transactions” pursuant to Multilateral Instrument 61 -101 – Protection of Minority
Security Holders in Special Transactions (“MI 61-101”), as the Lenders include directors of the
Company. The Company is exempt from the requirements to obtain a formal valuation or minority
shareholder approval in connection with Loans in reliance on the exemptions contained in
sections 5.5(a) and 5.7(1)(a) of MI 61 -101, respectively, as the fair market value of the Bonus
Warrants does not exceed 25% of the Company’s market capitalization.
John Wisbey, Chairman and CEO commented, ”This structure is better for the Company than the
convertible debentures that it replaced because the term of the majority of our debt after this
refinancing is now over one year unless the Company is able to repay it early. We intend raising
more capital in 2021, and this strengthens the balance sheet in a way that is desirable for both
ILC’s existing and future shareholders.”
About International Lithium Corp.
International Lithium Corp. believes that the ‘20s will be the decade of battery metals, at a time
that the world faces a major turning point in the energy market’s dependence on oil and gas and
in the governmental and public view of climate change. Our key mission in the new decade is to
make money for our shareholders from lithium and battery metals while at the same time helping
to create a greener, cleaner planet. This includes optimizing the value of our existing projects in
Canada, Argentina and Ireland as well as finding, exploring and developing projects that have the
potential to become world class lithium and rare metal deposits. In addition, we have seen the
clear and growing wish by the USA and Canada to safeguard their supplies of critica l battery
metals, and our Canadian properties are strategic in that respect.
A key goal in the new decade is to become a well funded company to turn our aspirations into
reality.
International Lithium Corp. has a significant portfolio of projects, strong management, and strong
partners. Partners include Ganfeng Lithium Co. Ltd., (“Ganfeng Lithium”) a leading China -based
lithium product manufacturer quoted on the Shenzhen and Hong Kong stock exchanges (A share
code: 002460, H share code: 1772) and Essential Metals Limited, quoted on the Australian Stock
exchange (ASX:ESS).
The Company’s primary strategic focus is now on the Mariana project in Argentina and on the
Raleigh Lake project in Canada.
The Company has a 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, totalling 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, now
owned 88.4% by Ganfeng Lithium and 11.6% by ILC (percentages are esti mates and subject to
audit). In addition, ILC has an option to acquire a further 10% in the Mariana project through a
back-in right.
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The Raleigh Lake project, now consisting of 3,027 hectares of adjoining mineral claims in Ontario,
is regarded by ILC management as ILC’s most significant project in Canada. It is 100% owned by
ILC, is not subject to any encumbrances, and is royalty free.
Complementing the Company’s lithium brine project at Mariana and rare metal pegmatite property
at Raleigh Lake, are inte rests in two other rare metal pegmatite properties in Ontario, Canada
known as the Mavis Lake and Forgan Lake projects, and the Avalonia project in Ireland, which
encompasses an extensive 50-km-long pegmatite belt.
The ownership of the Mavis Lake project is now 51% Essential Metals Limited (ASX: ESS, “ESS””)
and 49% ILC. In addition, ILC owns a 1.5% NSR on Mavis Lake. ESS has an option to earn an
additional 29% by sole -funding a further CAD $8.5 million expenditures of exploration activities,
at which time the ownership will be 80% ESS and 20% ILC.
The Forgan Lake project will, upon Ultra Resources Inc. meeting its contr actual requirements
pursuant to its agreement with ILC, become 100% owned by Ultra Resources (TSXV: ULT), and
ILC will retain a 1.5% NSR on Forgan Lake.
The ownership of the Avalonia project is currently 55% Ganfeng Lithium and 45% ILC. Ganfeng
Lithium has an option to earn an additional 24% by either incurring CAD $10 million expenditures
on exploration activities or delivering a positive feasibility study on the project, at which time the
ownership will be 79% Ganfeng Lithium and 21% ILC.
With the incre asing demand for high tech rechargeable batteries used in electric vehicles and
electrical storage as well as portable electronics, lithium has been designated “the new oil”, and
is a key part of a “green tech” sustainable economy. By positioning itself wi th solid strategic
partners and projects with significant resource potential, ILC aims to be one of the lithium and
battery metals resource developers of choice for investors and to continue to build value for its
shareholders in the ‘20s, the decade of battery metals.
On behalf of the Company,
John Wisbey
Chairman and CEO
www.internationallithium.com
For further information concerning this news release please contact +1 604-449-6520
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 or other news releases may include: the effect of results of the
preliminary economic assessment of the Mariana Joint Venture Project, timing of publication of
the PEA technical report, anticipated production rates, the timing and /or anticipated results of
drilling on the Raleigh Lake or Mavis Lake projects, the expectation of feasibility studies, lithium
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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 J oint Venture, satisfactory completion of the sale of mineral rights at Forgan Lake,
satisfactory completion of the purchase of additional mineral rights at Raleigh Lake, increased
value of shareholder investments, and continued agreement between the Co mpany 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 limit ed 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 en tirety 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.