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Battery X Metals closes acquisition of 2 Quebec lithium projects

Jun 11, 2024

Battery X Metals Inc. has acquired 100% ownership of two Quebec lithium exploration projects and acquired 49% of the common shares of Li-ion Battery Renewable Technologies Inc. ("LIBRT"), a private arm's length British Columbia company.


Prior to closing the transaction, the parties to the original agreement entered into two amendments dated May 1, 2024 and May 31, 2024, whereby the parties agreed to restructure the transaction into two concurrent acquisitions for tax and accounting purposes. The total consideration for the transaction remained the same at 7.5 million common shares of the Company (each, a "Share") issuable at $0.10 per Share for total consideration of $750,000. However, under the terms of the amended agreement, the parties agreed that LIBRT would dividend all common shares of its wholly-owned subsidiary 1451917 B.C. Ltd. ("1451"), which holds title to the Projects, to the LIBRT shareholders on a pro rata basis immediately prior to the closing of the transaction. As a result of this change, and on the closing of the transaction, the Company acquired 49% of the common shares of LIBRT in consideration for the issuance of 4,500,000 Shares at a deemed price of $0.10 per Share for consideration of $450,000 and concurrently acquired all of the shares of 1451 from the holders thereof in consideration for the issuance of 3,000,000 Shares at a deemed price of $0.10 per Share for consideration of $300,000. No finder's fees were payable pursuant to the transaction. Pursuant to the second amendment, the parties agreed that all 7.5 million Shares issued on closing would be subject to a restricted period of four months and one day and that the prior staged escrow release with respect to 4.5 million Shares would be eliminated. However, all vendors receiving Shares on closing have agreed not to sell Shares that exceed 10% of the daily trading volume on the CSE on any given trading day, unless consented to in writing by the Company.

On closing, the Company and the remaining shareholders of LIBRT entered into a shareholders' agreement to govern the terms and conditions upon which LIBRT will be governed and operated, with one board seat held by the Company's nominee and two board seats held by the remaining shareholders' nominees. The Company has a call right, whereby it has the right to acquire the remaining 51% of the common shares of LIBRT for a period from six months from closing to two years from closing for consideration of an additional 10,000,000 Shares. The exercise of the call right is subject to compliance with the policies of the Canadian Securities Exchange (the "CSE").

LIBRT originally and indirectly acquired the Projects as owned by 1451 when it acquired all of the shares of 1451 pursuant to the terms of a Share Exchange Agreement dated January 15, 2024 among LIBRT, as purchaser, 1451 and the vendors of 1451 consisting of Hou Yin Ho, Anish Pabari and 1303812 B.C. Ltd. ("1303"), whereby LIBRT agreed to acquire 1451 in consideration for the issuance of 7,500,000 LIBRT shares at a deemed price of $0.04 per share for total consideration of $300,000. 1451 originally acquired the Projects from 1303 pursuant to the terms of an Agreement of Purchase and Sale dated January 11, 2024 between 1451, as purchaser, and 1303, as vendor, whereby 1303 sold the Projects directly to 1451 in consideration for 1451 issuing 4,000 common shares to 1303 at a deemed price of $0.10 per share.

Transaction Highlights:

  • Battery Metal Resource Exploration to Strengthen Domestic Supply - BATX has indirectly acquired 100% of two lithium exploration projects located in Nunavik, QC and Abitibi, QC, contributing to Battery X Metals mission to meet the growing demand for battery metals.
  • Proprietary Lithium-Ion Battery Cell Diagnostics and Re-Balancing Technology System - LIBRT has developed an innovative hardware and software device that performs rapid battery health diagnostic and cell rebalancing to extend lithium-ion battery lifespan by 2-3 years and which has been validated by the National Research Council of Canada (NRC).
  • Artificial Intelligence (AI) Model with Licensed Patent Portfolio for Repurposed Second-Life Battery Storage Systems - LIBRT's AI-driven platform for preventative maintenance has been extensively trained on vast amounts of real-world data. This data enables LIBRT's AI Model to predict emerging trends for use in secondary Battery Energy Storage Systems (BESS), AI and Big Data. 
  • Experienced Management Team with Decades in the Clean Energy and Technology Sectors - LIBRT's management team is led by former BC Hydro & National Research Council executives with expertise in China-Canada business development, with a specific focus on the clean energy sector. 

"The completed acquisition strengthens our lithium project portfolio with 100% ownership of lithium projects in Nunavik, QC, and Abitibi, QC," said Mark Brezer, CEO of Battery X Metals. "We are also pleased to acquire a major stake in a development stage technology company at the forefront of extending lithium-ion batteries lifespan. We have also secured the right to acquire the remaining 51% interest on favorable terms. This is an exciting time for Battery X Metals as we increase our portfolio of lithium projects and innovative lithium-ion battery technologies."

Lithium Exploration Projects

BATX indirectly owns 100% of the Nunavik, QC Leaf River Project, encompassing 83 claims over an area of approximately 3,500 hectares, and 100% of the Abitibi, QC Reservoir-Dozios Project, encompassing 52 claims over an area of approximately 3,500 hectares . Each project is in close to proximity to key mining projects and within an area of successful lithium exploration. The Nunavik property is contiguous to the Eureka Lithium's New Leaf Project and the Abitibi Project is located near Sayona Mining Limited's Abitibi Lithium Hub. Both aforementioned companies report large, mineralized structures and pegmatite formations within the regions.1

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