International Lithium Closes Private Placement of Convertible Securities
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DISSEMINATION IN THE UNITED STATES
International Lithium Closes Private Placement of
Convertible Securities
Vancouver, B.C. November 27, 2017: International Lithium Corp. (the “ Company” or “ ILC”)
(TSX VENTURE: ILC) announces that it has closed the previously announced private
placement of convertible securities to raise proceeds of $700,000 from a non-arms’ length party,
being a significant shareholder of the Company, TNR Gold Corp. (“TNR”). The convertible
securities bear interest at the rate of 15% per annum, payable January 31 of each year, and
have a maturity date of January 31, 2019. The lender may convert at any time, all or a portion
of the principal into common shares of the Company at a price of $0.14 per common share. The
Company has the right to repay the convertible loan, at any time on the last business day of the
month, upon 10 days’ notice to the lender.
The proceeds of the private placement will be used for general working capital purposes. All
private placement securities will be restricted from tra ding for a period of four months from
closing.
The issuance of private placement securities to a non -arms’ length party constitutes a related -
party transaction under 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 post -closing ownership in ILC by TNR, before conversion of the debenture , is
9,252,390 shares, equivalent to approximately 10.1% of the outstanding common shares of the
Company. Should the convertible debenture held by TNR be exercised, its holdings would be
14,252,390 shares, equivalent to approximately 1 4.8% of the issued c ommon shares . The
Company did not file a material change report 21 days prior to the closing of the private
placement as the details of the participation of insiders of the Company had not been confirmed
at that time.
On behalf of the Board of Directors,
Kirill Klip
Executive Chairman
1111 Melville Street, Suite 1100
Vancouver, British Columbia
V6E 3V6, Canada
T: 604-700-8912
www.internationallithium.com
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For further information concerning this news release please contact +1 604-700-8912
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is
defined in the policies of the TSX Venture Exchange) ac cepts 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 include: the timing and anticipated results of
environmental impact studies and pump tests, timing of preliminary economic studies on the
Mariana pro ject, the expectation of feasibility studies, lithium recoveries, modelling of capital
and operating costs , and the Company’s continued interest in the Mariana project . Such
forward-looking information is based on a number of assumptions and subject to a v ariety 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 man agement 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 signific ant 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 so ld 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.