Lift Announces a Strategic $21.3 Million Private Placement

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VANCOUVER, BC / ACCESSWIRE / October 23, 2024 / Li-FT Power Ltd. ("LIFT" or the "Company") (TSXV:LIFT)(OTCQX:LIFFF)(Frankfurt:WS0) is pleased to announce a non-brokered private placement consisting of (i) 2,694,895 common shares of the Company that will qualify as "flow-through shares" (within the meaning of subsection 66(15) of the Income Tax Act (Canada)) (each, a "Flow-Through Share") at a price of $5.6575 and (ii) 1,645,000 common shares of the Company (each, a "Hard Dollar Share") at a price of $3.65 per Hard Dollar Share for aggregate gross proceeds of approximately $21,250,618 (the "Offering").

A single purchaser (the "Purchaser") is expected to ultimately purchase all of common shares to be issued under the Offering as a strategic investment (the "Strategic Investment"). The Purchaser currently holds 363,918 common shares of the Company. Upon closing of the Strategic Investment, the Purchaser will own 4,703,813 common shares of the Company, representing 9.99% of the issued and outstanding common shares on a non-diluted basis.

In connection with the Strategic Investment, the Company and the Purchaser will negotiate an investor rights agreement containing customary terms.

The gross proceed from the issue of the Hard Dollar Shares will be used to advance the Company's Canadian assets as well as for general corporate purposes. The gross proceeds from the issue of the Flow-Through Shares will be used by the Company to incur eligible "Canadian exploration expenses" that will qualify as "flow-through critical mineral mining expenditures" as such terms are defined in the Income Tax Act (Canada) (the "Qualifying Expenditures") related to the Company's projects located in the Northwest Territories, Canada on or before December 31, 2025. All Qualifying Expenditures will be renounced in favour of the subscribers effective December 31, 2024.

The closing of the Offering is expected to occur on or before November 12, 2024 and is subject to the satisfaction of certain conditions, including execution of definitive agreements, including the investor rights agreement with the proposed Purchaser and receipt of acceptance by the TSX Venture Exchange. All securities issued in connection with the Offering will be subject to a hold period of four months and one day from the date of closing, in accordance with applicable Canadian securities laws.

Canaccord Genuity acted as financial advisor to LIFT in connection with the Strategic Investment.