Pursuant to the Arrangement, AcquireCo, a wholly owned subsidiary of LPI, acquired all of the issued and outstanding common shares of Bearing
Bearing Lithium Announces Closing of Maricunga Project Consolidation. (Credit: Zac Edmonds on Unsplash)
Bearing Lithium Corp. (“Bearing” or the “Corporation”) is pleased to announce that effective today it has closed the previously announced plan of arrangement (the “Arrangement”) with Lithium Power International Limited (“LPI”) (ASX:LPI) and LPI Canada Holdings Ltd. (“AcquireCo”).
Pursuant to the Arrangement, AcquireCo, a wholly owned subsidiary of LPI, acquired all of the issued and outstanding common shares of Bearing (the “Bearing Shares”) and holders of Bearing Shares (“Bearing Shareholders”) received 0.7 ordinary shares of LPI (“LPI shares”) for each one (1) Bearing Share held (the “Consideration”), subject to rounding. All outstanding Bearing stock options and warrants will remain outstanding according to their original terms and expiry dates, and will be exercisable into LPI Shares subject to the ratio of 0.7 LPI Shares for one (1) Bearing Share. In addition, under the terms of the Arrangement, holders of Bearing Shares on the Corporation’s register at the time of closing are entitled to receive a cash distribution in the amount of approximately $0.015 per Bearing Share (the “Cash Distribution”).
In addition, Bearing is pleased to announce that LPI closed the MSB SpA transaction (“Joint Venture Partner Transaction”) (as described in Bearing’s press release dated October 31, 2022) on December 20, 2022. The closing of the Arrangement and the Joint Venture Partner Transaction together results in 100% ownership of the Maricunga Lithium Brine Project in Chile (the “Maricunga Project”) being consolidated in LPI.
TSXV De-Listing, Payment of Cash Distribution and LPI Shares
The Bearing Shares were voluntarily halted from trading on the TSX Venture Exchange (“TSXV”) on December 19, 2022 and will remain halted until they are formally de-listed from the TSXV during the week of December 26, 2022.
Payment of the Cash Distribution and LPI Shares to former holders of Bearing Shares is expected to be made by Computershare Investor Services Inc. during the week of December 26, 2022.
Source: Company Press Release