NOA Lithium Closes $912,596 1st Tranche of the $2.7 Million Non- Brokered Private Placement
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NOA Lithium Closes $912,596 1st Tranche of the $2.7 Million Non-
Brokered Private Placement
November 8, 2024, Toronto, Ontario – NOA Lithium Brines Inc. (TSX-V: NOAL) (“NOA” or the
“Company”) is pleased to announce it has closed the first tranche of the $2.7 million non-brokered
private placement ("Private Placement") for the sale of 5,368,217 units (the “Units”) at a price of
$0.17 per Unit for gross proceeds of $912,596. All amounts are expressed herein in Canadian
dollars. Each Unit consists of one common share of the Company (a “ Common Share”) and one
common share purchase warrant of the Company (a “ Warrant”). Each Warrant is exercisable into
one Common Share at an exercise price of $0. 221 for a period of 3 0 months from the date of
issuance.
NOA’s Chief Executive Officer, Gabriel Rubacha, states: “This initial commitment demonstrates the
high potential for the Company and particularly for our flagship project Rio Grande. Additionally, with
nearly $900,000 invested by management in this financing, it demonstrates our continued confidence
and commitment in the Company. This private placement together with Clean Elements investment,
which is expect ed to close in December 2024, will allow NOA to continue its exploration and
development of Rio Grande with the target of achieving a preliminary economic assessment (PEA)
during the second half of 2025. We are confident the results of this study wil l confirm the high
potential of our asset for the economic production of lithium.”
The Company plans to use the proceeds of the Private Placement primarily to continue exploration
of its properties with a focus on its Rio Grande project. The Private Placement is subject to a statutory
4-month and one day hold period from the date of issuance. The Company has received conditional
approval from the TSX Venture Exchange for the Private Placement and will apply to receive final
approval of the TSX Venture Exchange and applicable securities regulatory authorities.
Gabriel Rubacha, Hernan Zaballa and Estanislao Zaballa, directors and officers of the Company (the
“Insiders“), subscribed for an aggregate of 5,278,217 Common Shares in the Private Placement.
The subscription by each of the Insiders are considered to be a “related party transaction” for
purposes of Multilateral Instrument 61 -101 – Protection of Minority Security Holders in Special
Transactions (“MI 61-101“). The Company did not file a material change report more than 21 days
before the expected closing date of the Private Placement as the details of the Private Placement
and the participation therein by the Insiders were not settled until shortly prior to the closing of the
Private Placement, and the Company wished to close the Private Placement on an expedited basis
for sound business reasons. The Company is relying on exemptions from the formal valuation and
minority shareholder approval requirements available under MI 61 -101. The Company is exempt
NEWS RELEASE
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from the formal valuation requirement in section 5.4 of MI 61-101 in reliance on section 5.5(b) of MI
61-101 as the Company is not listed or quoted on a specified market. Additionally, the Company is
exempt from minority shareholder approval requirement in section 5.6 of MI 61 -101 in reliance on
section 5.7(1)(a) of MI 61 -101 as the fair market value of the transaction, insofar as it involves the
Insiders, is not more than the 25% of the Company’s market capitalization.
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 NOA Lithium Brines Inc.
NOA is a lithium exploration and development company formed to acquire and develop assets with
significant resource potential. All NOA’s projects are in the heart of the prolific Lithium Triangle, in
the mining-friendly province of Salta, Argentina, near a multitude of projects and operations owned
by industry leaders. NOA has rapidly consolidated one of the largest lithium brine claim portfolios in
this region that is not owned by a producing company, with key positions on three prospective salars
(Rio Grande, Arizaro, Salinas Grandes) and a total portfolio of approximately 100,000 hectares.
On Behalf of the Board of Directors,
Gabriel Rubacha
Chief Executive Officer and Director
For Further Information
Website: www.noalithium.com
Email: [email protected]
Telephone: +54-9-11-5060-4709
Alternative Telephone: +1-403-571-8013
Cautionary Note Regarding Forward-Looking Statements
Certain statements contained in this news release constitute forward -looking information. These statements
relate to future events or future performance. The use of any of the words "could", "intend", "expect", "believe",
"will", "projected", "estimated" a nd similar expressions and statements relating to matters that are not
historical facts are intended to identify forward-looking information and are based on the Company’s current
belief or assumptions as to the outcome and timing of such future events. Actual future results may differ
materially. In particular, this news release contains forward -looking information relating to, among other
things, the completion of the Private Placement, the use of proceeds of the Private Placement, the operations
of the Company, approval by the TSXV and any other regulatory bodies and shareholder approval. Those
assumptions and factors are based on information current ly available to the Company. Although such
statements are based on reasonable assumptions of the Company’s management, there can be no
assurance that any conclusions or forecasts will prove to be accurate.
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While the Company considers these statements to be reasonable based on information currently available,
they may prove to be incorrect. Forward-looking information involves known and unknown risks, uncertainties
and other factors which may cause the actual results, performance or achievements to be materially different
from any future results, performance or achievements expressed or implied by the forwar d-looking
information. Such factors include market risks and the demand for securities of the Company, risks inherent
in the exploration and development of mineral deposits, including risks relating to changes in project
parameters as plans continue to be redefined, risks relating to variations in grade or recovery rates, risks
relating to changes in mineral prices and the worldwide demand for and supply of minerals, risks related to
increased competition and current global financial conditions, access and supply risks, reliance on key
personnel, operational risks, and regulatory risks, including risks relating to the acquisition of the necessary
licenses and permits, financing, capitalization and liquidity risks.
The forward-looking information contained in this news release is made as of the date hereof, and the
Company is not obligated, and does not undertake, to update or revise any forward -looking information,
whether as a result of new information, future events or otherwise, except as required by applicable securities
laws. Because of the risks, uncertainties and assumptions contained herein, investors should not place undue
reliance on forward -looking information. The foregoing statements expressly qualif y any forward -looking
information contained herein.
NEITHER TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED
IN POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR
ACCURACY OF THIS RELEASE.